Skin Deep: Advocatio Malum
by Ninjamuffin13
Summary: The Omnitrix isn't what everyone thinks, an ancient evil is threatening the universe, and there's more to Ben than anyone could have imagined. Death, insanity, and corruption are around every corner. This isn't for kiddies. A lot dark. The Wanderer awaits
1. Something's Coming

My first thought when I saw Vilgax: "Hey! It's Cthulhu!"

**I don't own Ben10 or any affiliated characters, yo. **

**Skin Deep Chapter 1: Something's Coming**

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The boy stood, motionless, as he surveyed the tranquil park. There was a stillness in the air, a feeling of calm. A slight breeze blew colourful leaves of orange and red lazily along the ground as the sun bathed everything in a warm glow. All seemed right in the world.

Benjamin Tennyson thought otherwise. The air held a feeling of uncertainty, not calm. The breeze was thick with the scent of dread as it blew the decaying leaves across the broken earth. Even the sun seemed to have lost it's glow, instead fading to a dull gray that made objects cast jagged, shifting shadows.

Normally, the twelve year-old did not see the world in such a way. No, he usually saw things in the happy perspective that was formerly mentioned. However, there were times when everything had an edge to it, a darker side. Over the last month, he had come to realize what this meant. It was a warning.

"Something's coming….."

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_Dear Diary,_

_The other day, Ben was attack by this alien called Vilgax. Funny, a month ago, I would have never believed in aliens. Then again, that was before a watch from outer space decided to latch onto my cousin's arm. And before he started morphing into aliens himself. Now, instead of having to deal with the annoying and immature antics of Ben, I have to deal with the annoying and immature antics of Ben, the super-powered prankster. _

_But, I'm getting off track. This Vilgax guy, Grandpa Max knew him! It was weird. He was all like "Tennyson!" and Grandpa was all like "Vilgax!" and Ben and I were like "Huh? You know each other?" And then Ben went and got himself captured. It's because he's never careful. I think he does it on purpose, to make everyone worry. It works. _

_Anyway, long story short, Grandpa and I saved him and then we got captured and then he saved us. It was all good in the end. Then Grandpa and Ben and me had a long talk about how Grandpa knew Vilgax. I'd tell you what he told us, but he said we were sworn to complete secrecy. I can see why. That's all for now. I'm gonna go look for Ben, I think Grandpa wants to get back on the road. _

The red-haired girl saved the file and closed her laptop, looking up towards the front of the RV. Her grandfather was shifting impatiently in the driver's seat and tapping his fingers on the dash.

"Grandpa" she stood up and he looked back at her. "I'm going to go look for Ben, ok?" she was already heading towards the door.

"Alright, Gwen" the old man smiled kindly. "Hurry back, though; I want to be at the Lincoln Memorial in two days time."

"Will do!" with that, she promptly left the vehicle and went off in search of her cousin.

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Ben simply stood there, eyes closed, as he listened to the world around him. Ever since that power surge on Vilgax's ship, Ben had felt….. Different. Not all the time, though. Most of the time, he felt the same as he always had. But, other times, times like now, he just felt…… in tune. Like an animal, able to hear and smell and feel things far beyond the human scope. It was the times like this he felt completely calm.

He smiled slightly as soft footsteps approached from behind. They were slow and deliberately quiet. They stopped just before reaching him. He nearly laughed at his cousin's pitiful attempt at sneaking up on him. He heard her slow intake of air as she prepared to yell in his ear.

"Hey Gwen." he greeted without opening his eyes or turning around. The yell in her throat died down to an annoyed sigh.

"Aw, man." she huffed. "I almost had you." Ben finally turned around, eyes opened and eyebrow quirked.

"Almost had me?" he laughed. "I heard you comin' a mile away." he crossed his arms over his chest, a look of superiority on his face.

"Oh, yeah right." his cousin scoffed, shoving him playfully. "You just got lucky."

Ben smiled. "Yeah, you keep thinking that." he turned back to the park. "Somethin' you wanted?" he asked.

"Oh, right." Gwen remembered her reason for tracking the brown-haired boy down. "Grandpa wants to get back on the road, pronto." she jerked a thumb over her shoulder, even though Ben wasn't facing her. "Come on." she turned to leave. After a moment, she realized that her cousin wasn't following her.

"Ben?" She turned back to find that her cousin was running in the opposite direction. "Ben!" she called as she ran after him. "Where are you going?" Ben looked back at her, over his shoulder, as he ran.

"It's Hero Time!"

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"How much is this one here?" John asked, pointing to a sliver necklace with a brilliant emerald on the end. "Anniversary's coming up, wanted to get her something that would really wow her, you know?" He ran a hand through his midnight black hair. The elderly clerk smiled sweetly.

"The five-year, right?" she asked knowingly. John blushed in embarrassment.

"That obvious, huh?" he chuckled.

"Sweetie, when you've been at this as long as I have, you learn to read these kind of things." she gave a short, grandmotherly laugh. "Now, I'm going to let you in on a little secret." she leaned in close.

"Yeah?" the twenty-nine year-old was eager for any kind of advice he could get. The five year mark was a big one, after all.

"Necklaces are nice, make no mistake, but, if you really want to dazzle her, what you want to do is get her a bracelet."

"A bracelet?" John was a bit skeptical.

"Definitely." she nodded enthusiastically. "Women love baubles, but they especially love baubles that they can wear every day." she motioned to the necklaces. "Now, necklaces like these are the kind of bauble that can only be worn for special occasions, but…" she pointed to the array of bracelets. "A bracelet can be worn every day of the week, they're just as pretty, and they're cheaper to boot." She stood straight again. John mulled over this information. With everything he had set up for this anniversary, his wallet _was_ starting to wear thin.

"That's some solid advice." he placed a hand on his chin. "You know what, I think I _will _go with the bracelet. Thanks." he smile politely.

"It's no trouble." the clerk returned sweetly as the front door chimed. "Oh, another costumer." she said to herself, shuffling over to the front counter slowly. She was quite surprised to find two armed thugs standing there.

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"Alright, granny" Jason pointed his handgun at her. "We're here for one thing and one thing only." it was quite obvious that he would shoot her without a second thought.

"Whatever it is you want, please, just take it!" she cried fearfully, cringing away from the burly man.

"Oh, don't worry." he sneered, pointing the gun right at her forehead. "We intend to."

His partner stepped forward slowly and opened his mouth, speaking for the first time. "Meexyairna" his voice was acidic.

"No…" Meexyairna's eyes widened in realization. "Vilgax has found this planet?"

"That's right and he wants you out of the way, doesn't want your people involved any further than they already are; Tennyson is trouble enough." He growled from behind his mask.

"Then, he's already found it….." Her eyes narrowed as her frightened posture disappeared.

"Say goodnight, granny."

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**BLAM!**

Ben stopped in mid-step. "That was a Gunshot!" he exclaimed to no one. "I better hurry up!" It only took him a moment to realize the obvious course of action.

"Duh!" he slapped his forehead, before clicking the button on the Omnitrix and selecting the form he wished to assume. "When it comes to speed…" he slammed the dial.

The transformation started instantaneously. It began with a tingling along his arms as they began to shrink, his hands turning into claws at the same instant. While this was happening, his legs seemed to extend, becoming long and muscular. He could feel the metal plates literally grow out of his blue-green scales and cover his head, arms and legs. And, finally, a long, powerful tail sprouted from the base of his spinal cord. The change was complete.

"Nobody" his reptilian voice rasped, "Outssspeedssss XLR8!"

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"Looks like hero boy's gonna miss that anniversary." Jason laughed at the body of the would-be hero, smoke still wafting from the bullet wound in his forehead. The thug then redirected his attention back to Meexyairna. She was seething with anger.

"You….." she could barely speak through her fury. "You pawn!" she screeched. "You're just a human, you don't even know what it is you serve!" She leapt over the counter, backhanding the muscle-bound man. He flew into the far wall.

"I see you haven't lost your edge." the man's partner commented mockingly. This caused the enraged woman to focus on him.

"And you, Torgon" she snarled. "have not lost your twisted habit of manipulating those weaker than you." She raised her fist menacingly. The unnaturally tall man shrugged his shoulders.

"It's really more of a gift than a habit." he smiled, revealing his large, sharp teeth, causing Meexyairna to growl angrily. In response, Torgon raised his gun and unloaded a bullet in the direction of her face.

The flying metal pierced through flesh, before ricocheting off of the hard, cerulean skin underneath. Meexyairna stumbled back a step from the force the projectile exerted on her cheek. She straightened and placed a hand over the damaged area, feeling the extent of the rip. After a moment, she pulled her hand away, shaking her head in annoyance.

"Now you've gone and ruined my only disguise." she tsked. "Do you know how annoying it is to fix these things?" She fingered the ruby on her necklace.

"It's the least of your concerns." Torgon tossed the gun over his shoulder. There was a loud cracking sound as his face, or rather, his mask, split in half. He breathed a sigh of relief as the halves hit the floor. "You have no idea how good it feels to have that thing off." he cracked his double-jointed neck. "It was just killing my head-fin."

"Torgon" Meex pressed the jewel like a button. "It's the least of your concerns." her skin rippled like water, all of it being pulled into the necklace. In it's place was her true form. Blue, diamond-hard skin, glowing yellow eyes, and crystalline spikes. The alien adopted a fighting stance. "Because I'm going to be killing the rest of you."

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"Gwen!" the red-head turned at the sound of her grandfather's voice. He brought the speeding RV to a screeching halt beside her. "Get in!" Gwendolyn did as she was told; she knew that his tone meant trouble. She dashed into the passenger seat and quickly buckled up.

"Grandpa, what's going on?" she asked worriedly as he slammed the gas. Maxwell Tennyson glared at the road ahead of him, willing the large vehicle to move faster.

"There's a button under your seat. Press it." he ordered.

"Just how may secret buttons does this RV have, anyway?" Gwen wondered aloud as she located and pressed the aforementioned button. There was a hissing sound as a video screen descended from the ceiling. Gwen stared at it in confusion.

"Run profile for Meexyairna, clearance Tennyson 28-4B." the not so ex-agent didn't even glance at the screen.

Three green dots slowly appeared on the monitor. They suddenly expanded and twisted until they formed the words 'access granted'. Gwen audibly gasped as the screen burst into color. Words went by at a thousand miles a minute, accompanied by hundreds of pictures until, finally, they reached the information requested. Gwen wasn't quite sure what she was looking at.

"It's Diamond-Head……. As a girl?" she raised an eyebrow in confusion. Indeed, the picture on the screen was that of an alien that was remarkably similar to Diamond-head. The major difference, however, was that this creature was decidedly female.

"Her name is Meexyairna." Grandpa Max clarified. "She's a Mikarin agent, working with my department."

"You mean the department that protects the watch?" the twelve year-old questioned.

"The same." he the old man nodded. "She just deactivated her disguise…. And activated a homing beacon."

"Why is that such a problem?"

"Because" Agent Tennyson grit his teeth. "She would only do that if she were about to die."

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Okay, chapter one. Please review, k?


	2. Not Much Happens

**She who dances with dragons**- But of course.

**ZEE**- Ah, thanks.

**GatoGirl1**- You're right, he is ten. I'm not sure why I put twelve….. Anyway, thanks for such a helpful review. I take pride in the fact that my spelling and punctuation are well done, so your advice on it was most appreciated.

**Hecate**- If you thinks it's got twists now, just you wait until we reach the later chapters.

**Katie**- Well, here's more then. Enjoy.

**Disclaimer-**

**Grey Matter: "If we simply examine the credits of the Ben10 television show, we can easily come to the conclusion that Ninjamuffin13 does not own it in any way, as his name is not included at all. Also, by examining….blah bla blah….."**

Oi! In light of the new, slightly annoying episodes of Ben10, this fic has officially become AU. I find the fact that he can morph into new aliens to be rather dumb, redundant, and restricting. If they start telling the origins of the Omnitrix, which should remain secret, in my opinion, I'll be really miffed.

**Skin Deep Chapter Two: Not Much Happens  
**

"She would only do that if she were about to die."

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"HAH!" Meexyairna let out a cry as dozens of spear-point diamonds flew from her hands, aimed straight at her adversary. Torgon simply smiled his toothy, razor-sharp smile and deftly avoided every last one with a quick series of flips and mid-air spins, allowing them to shred the area of the store behind him.

"Your aim seems to have deteriorated during your time on this backwater planet." he taunted, not even bothering to attack back. "In the old days, you usually at least nicked me." He held the claws of his right paw in front of him, looking at the reflection of himself on their shining surface, while polishing the ones of the left on his jacket.

Meex wasn't angered by his mockery, however, quite the opposite. She smirked and let loose another flurry, her eyes shining with fierce determination as her attack was once again dodged. "You forget, Torgon," the smugness was obvious in her voice as she smirked at the fish-faced alien. "I'm not a fighter," she shifted out of her attack stance and crossed her arms over her chest. "I'm a tactician." Torgon's tiny eyes widened as he realized what she had done.

That's when the room fell down around them both.

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XLR8 raced to the store, arriving just in time to see it collapse. He stood at the edge of the rubble for a moment, allowing the dust to settle. His view of the debris shifted to various shades of red and blue as he mentally commanded his mask to switch to thermal-vision. Unfortunately, the rubble covering everything was too thick for Ben to see past, resulting in an eyeful of bright blue. With a half sigh, XLR8 allowed his mask to slide up into his helmet, blinking against the bright sunlight.

"Anyone home?" he asked the collapsed building, his reptilian eyes scouring the wreckage. Finding nothing, he switched tactics, letting his tongue dart in and out of his mouth. "Hmm…" he picked up four distinct scents, all of them in different parts of the rubble. His mask slid back down over his face and he was at the nearest person in an instant. Or, above the nearest person, to be precise.

The Omnitrix let out three progressively lower tones as Ben allowed himself to shift back into human form, a bright red flash emanating from his whole body. While XLR8 was easily stronger than Ben's human form, the reptile's strength resided in it's legs, leaving the short forearms with less than great power.

Luckily for Ben, though, the rubble wasn't too thick or too heavy in this area, meaning it only took the boy a few minutes to dig the three feet down to the blond-haired man. Ben gulped when he saw the that the man was laying facedown, unmoving, with a large spot of red on the back of his cranium. Grabbing one of the shoulders of the now-dirty and torn jacket, the ten year-old gently flipped the man onto his back. Moments later, Ben turned to the side and emptied his stomach onto the cold, stone remains of the building.

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"Whoa, wait a minute here." Gwen gripped the armrests of her seat tightly. "Die?" her voice came out as a squeak. "As in, not be alive anymore?"

"I'm afraid so, Gwen." Grandpa Max nodded grimly, his grip on the steering wheel tightening. "Mikarin may be made of tough stuff, but they're still alive." he growled in his throat. "And anything that lives can die." Max's eyes seemed to cloud over as, unbidden, memories of the many friends he had lost in his time pulsed through his mind, one in particular standing out……

**:All of my stories have these, so get used to them….. Flashback: **

"Boomer!" Max could only watch in horror as his long-time friend and fellow plumber Boomer fell three stories, from the top of some random office building, to the burning hot cement of the sidewalk, blood trailing from his open wounds and ultimately painting Max in crimson.

The purple-skinned alien that had caused the raven-haired man's fall simply laughed and continued to make his escape, not giving the plumbers a second glance. Max, however, didn't notice this, as he had already fallen to his knees beside his broken companion.

Thinking back, Max vaguely recalled that Meex had been there, too. It was their second time ever working with the headstrong alien and it proved to be the last.

"Max…" the Mikarin placed a hand on his shoulder, trying to offer what comfort she could. Max shrugged it off and continued to stare, open-mouthed and eyes wide, at Boomer. His best friend was dead. His best friend in the whole world was-

"Boomer!" Max cried as Boomer let out a small cough. He wasn't dead! He was alive!

"….max…" Boomer's voice was little more than a strained whisper. "….that ….really ….hurt…" there was a ghost of a smile on his face.

"Don't worry, Boom," Max started talking at a mile a minute, his hands flailing wildly with each word. "We'll get you an ambulance right away and you'll be good as new in no-" he was cut off as Meexyairna placed her hand back on his shoulder. He looked up at her quizzically. She just tightened her grip and shook her head gently. Confusion covered Max's face, until slow, horrified realization dominated it. He quickly turned back to his fallen friend and saw blood trickling from Boomer's mouth.

"She's right," Boomer paused to cough up more blood. "Max. I'm not gonna," More coughing, more blood. "Make it….." Max wasn't prepared to accept that.

"Don't be stupid!" he yelled, trying to loose himself from Meex's iron hold. "You're going to be fine and then we're gonna get that lousy alien back and things'll go back to the way they were!" he stopped struggling against the powerful girl and gripped Boomer's frigid hand.

"You," a grin crept onto Boomer's face. "Give that alien a kick for me and," Boomer's vivid green eyes grew dull. "Take good care of Julie… or so help me I'll haunt your butt…" then, with a final, shuddering breath, Boomer ceased to be.

Meexyairna finally released Max and he quickly latched onto his friend's body, sobbing with all he had in him. He stayed that way, even as Boomer's suit activated it body-removal program, assuring there would be no trace of the plumber left behind. Max refused to release Boomer, even as the flames ate at his arms and bit his face. He wouldn't leave his friend, even as Meex yelled for him to let go and tugged at him.

Then, Meexyairna's hand descended upon his neck and the world turned black.

**:Aww, that was sad: **

"Grandpa!" Max was brought out of his memory by Gwen's shout, just in time to see the oncoming truck.

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Benjamin Tennyson had only seen two dead bodies in his ten years of living, both of them relatives he had only seen at family reunions and had never really known. Of these two dead relatives, Ben had seen both bodies at the showing, directly before the funerals for the said relatives. Both had been carefully cleaned and prepared and made presentable by the embalmers a good two days ahead of time. In their caskets, the bodies of his relatives had looked peaceful, as though they were sleeping, even; he half-expected them to open their eyes and say 'Boo'.

It was partially because of this that young Ben had such a horrible reaction to the dead blond man. He was vastly different from what he had come to think bodies looked like, with his tousled hair, dirt and blood-covered clothes, and face that carried an expression of both pain and shock.

The other part of Ben's reason for his inability to keep his food down lie in what was in the man's forehead, or rather, what wasn't. You see, directly between the man's eyes and two inches up, there was a hole, three-fourths of and inch across. It carried through the rear of his skull, almost creating a window from the front of the blond man's head to the back, if it were not for the bits of bone and brain tissue that blocked the way. It was from this wound that the blood covering the man's clothes originated, as did the blood that now covered Ben's hand.

The combination of these two elements is what caused Ben to eject his stomach's contents onto the stone and mortar of the collapsed building and scramble backwards on his hands and knees (1), his mind reeling and his eyes wet with tears. And it was because of this mental state of disbelief that Ben almost did not detect it when the entire area around him begin to quake and move. In fact, if the stone below him had not erupted, sending him flying through the air, he may have never noticed it.

--------------------------------

If there was one thing the Mikarin race was known for, it was sheer toughness. Which actually makes sense, seeing as their skin is made of one of the hardest known substances in the universe, skin that they just so happen to have the ability to shape and control with ease. If this is added to the fact that they posses an inherent sense of determination and willpower, with an excellent mind for battle, it becomes obvious why they are such formidable opponents.

Going back to my normal way of storytelling………

Meexyairna smirked to herself as she burst through the rubble and into the air. As planned, it had only taken her a few minutes to dig her way out from under the debris. This gave her plenty of time to start running before Torgon managed to get out himself.

Unlike what you might expect, making a building drop on her enemy wasn't an attack. No, it was actually a diversionary tactic, giving Meex a chance to escape from an opponent that clearly outclassed her. While she took little time to dig out, thanks to her amazing strength, Torgon could take as much a half an hour to free himself, with his body, it being built for speed, not muscle.

As she landed back on the debris, she became aware of a sound. Her years on Earth had given her the ability to identify this sound rather quickly and, as she turned her head to face the source of it, her suspicions were confirmed.

The sound was that of a crying child.

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"YAAAAHHHH!" Ben cried as he flew through the air. He knew that when he landed, it was going to hurt. Badly. Then, as he was moments from impact, a one in a million chance occurred.

"Ben!" his grandfather cried, running and, miraculously, catching the ten year-old in his strong arms. Ben wasted no time in clutching to him and weeping.

"He's dead!" Ben shouted into Grandpa Max's shirt, tears causing the fabric to become damp. "It's all my fault," the boy let out a cry of sorrow, repeating his words again and again. "If only I'd been faster…" he slowly quieted down, but didn't stop crying. "If only I'd been there…"

As Ben quickly cried himself to sleep, Grandpa Max affixed his eyes first upon the body Ben had so obviously seen, and then upon the diamond-skinned friend he hadn't seen in over forty years. He looked at Meexyairna, she stared back. Then, he gave a simple nod, turning around. Meex followed him to the RV and got in, sitting in the back, next to where Max had lay Ben.

Then, slowly, the RV turned away from the destroyed store and made it's way down the road………..

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(1)- I know it's physically impossible to go backwards on your hands and knees (or at least very difficult), but you get the idea.

Well, that's chapter two. Usually, I hate the second chapter of my fanfic, but I actually enjoyed this one. Just a note, the genre may be Humor/Action Adventure, but, in my fics, that just means there's gonna be humor and action throughout the entire thing, with me still including almost every other genre. A good example would be the chapter you just read. It was full of angst and there is sure to be more in future chapters, but I'm not going to forgo the humor an action, either. There's also going to be mystery, maybe even some romance. (NOT Ben/Gwen, thank you. They're related for goodness sake) Anyway….

Please review, k?


	3. Even Aliens Like Sloppy Joes

Wow, I can't believe this is so well liked. You guys will never guess just how crazed up this story is gonna get.

**The Human Kalei-Doscope**- It's always fun to fabricate pasts for characters to try and explain how they tick.

**Shewhodanceswithdragons**- Oh, they haven't yet. I was just saying that they shouldn't.

**OveractiveMind**- It's just a random word I made up that reminds me of the word minerals.

**Sorrowful-Ragdoll**- Yay, cookie:munches:

**Tinkerbell303**- Do you, now? Careful with your suspicions, I'm the master of surprises.

**Yue-Neko**- Well, how you enjoy this chapter as well.

**Katie**- I hope this was soon enough for you.

Ok, guys. Here's ya chappa.

**Skin Deep Chapter Three: Even Aliens Like Sloppy Joes**

Then, slowly, the RV turned away from the destroyed store and made it's way down the road………..

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**Mertak Weapons Research Facility**

**Dark Side of Earth's Moon **

**1274th Teraquin Since Start of Project 'Omni', 2nd Phase……**

Not many people pay the moon very much thought. After all, what's there to think about? It's up in the sky at night, it's got some craters, and it's white. Not really a whole lot to catch the attention of the human race.

Which is exactly why it was chosen as the location for the most advanced weapons facility in the universe. It was ideal, really. The galaxy was so small and backwater that it was rarely visited by the likes of Vilgax and other aliens like him, for it wasn't worth their time to visit some place as insignificant as the backwater cluster of planets. Yet, at the same time, the Earth's inhabitants were just smart enough that they could not easily be conquered, thus making sure that the riff-raff was kept at bay. And, of course, there was the ample supply of test subjects that the Earth provided……

But, I digress. As the head researcher on project 'Omni', it is my duty to carefully monitor the universe's most powerful weapons. Not only must I be sure to be ever watchful (an ironic choice of words) for glitches in the system, I must also provide ample tests for our weapon as well. Though, it must be noted that, with the presence of Vilgax, the second part of my duties has been exponentially alleviated.

Of course, though that may be where my duty ends, it is far from all that is being done in this facility for project 'Omni'. My assistant has also been given a full load of work on the project. And, though her work is far more subtle, I believe it probably has a greater impact than my own. For, while I may do most of the actual technical work, such as fine-tuning the hardware and making sure all the adaptive protocols are in place and operating smoothly, she is the one who truly shapes the programming with her controls over the environmental factors affecting the weapon, thus forcing the adaptive programming to grow in the manner we choose.

As for the status report, I am quite pleased to say that we have had nearly no problems, as far as the actual weapon is concerned. There was a brief period, involving "Kevin", that we feared irreparable damage had been done to the weapon, but, luckily, the weapon recovered before we were forced to pull the plug for safety's sake. Other than that isolated incident, which has actually proven to have made the weapon stronger, there have only been minor problems, which is to be expected and are nothing to worry about.

As far as the staff goes, however, that is not the case. Several researchers, Daverik especially, have been unhappy with the progress of the weapon and have ignored direct orders, going over both my and Gwendolyn's heads in an attempt to further shape the programming to what they think is best. I request permission to enact disciplinary action against those who continue to do this, as it is a direct danger to the project and the weapon itself.

As soon as this message is sent, we are going to commence another test upon the weapon, though it is not the one we had scheduled. This change is due to Daverik's running a stress test on the adaptive programming without permission. Because of his action, the entire test schedule has been thrown off; it may be several Teraquins before we are able to enact any combat tests of real magnitude, though it is unlikely we will even be able to manage that now.

-Head Researcher Garen

---------------

Garen sighed deeply and placed a hand to is head, massaging his gray temples. This had been the seventh time he had re-written his report to command and he was still unable to bring himself to mention his most disturbing discovery. Project 'Omni' had shown more power, more stability, and, best of all, more control than any other project thus far. He had really thought this was the one.

But now? Now he wasn't so sure. Heck, he wasn't even sure how to accurately explain what the problem was and it was threatening to rip apart over fifty Earth years of work, not to mention extending the biggest conflict in universal history.

He had no choice but to blame Daverik. After all, this problem had only emerged after the annoying hothead started tampering with the system. Still, there was always the chance that it could work itself out. The adaptive programming had managed to eliminate plenty of problems by itself before.

As Garen was mulling this over and weighing the odds of that actually happening, his assistant, Gwendolyn, came floating into the room.

"Still working on that report?" her raspy, high voice was full of disbelief. "This is a record, even for you." Grasping Garen's chair, she spun it around to face her, leaning down so her eye was level with those of her boss. "Just. Send. It." she stated flatly.

"Easy for you to say," Garen snorted, spinning back around to face the computer screen. "Your career doesn't hang on how you word everything in your reports." His large yellow eyes scanned over what he had written again.

"You're right." Gwendolyn let out a short laugh, a sound that sent shivers up the spines of almost any living creature. Garen, of course, was unaffected, having worked with her for well over one hundred and fifty Earth years. "My career hangs on how _you_ word things in _yours_." Garen opened his mouth to reply to this, but closed it when he found himself without a proper retort.

"Darn you." he snapped his fingers. "I never have anything to get you back with." he leaned back in his chair, looking up to his assistant, who was looking down at him. "How can you always do that?" If she had a face, it would probably be twisted into a grin. As it was, her eye was widened slightly and had moved up higher on her head, her equivalent of a smirk.

"Hey," she tapped his noggin once with one of her claws. "Someone has to keep your ego from getting too big." Garen grinned.

"I could say the same thing to you." Gwendolyn's eye dropped and narrowed.

"You win this round, shorty." Her miffed look quickly changed to one of excitement.

"Uh-oh." Garen stood up and started to slowly back away. Gwendolyn being excited usually led to pain for the Binarai (1).

"I just remembered!" She reached down and lifted Garen in one hand. "It's Sloppy-Joe day in the cafeteria!" The pupils of Garen's eyes shrunk down to mere dots. He knew what was coming next. There were exactly twelve floors and fourteen walls between this room and the cafeteria; Garen had come to know all of them quite intimately. It was all he could do to brace himself before Gwendolyn once again grabbed him tightly and pulled him straight into the floor, forgetting that he couldn't phase through objects……

-----------------------

"So….." Gwen looked back and forth between her grandfather and crystalline alien sitting next to Ben, trying to find a way to break the oppressive silence that had set in the moment Max had lay her sleeping cousin in the seat across from her. Max beat her to it.

"Mind telling me why you leveled a building, Meex?" the ex-plumber used a tone usually reserved for whenever Ben did something incredibly stupid. Meexyairna did the Mikarin equivalent of raising an eyebrow.

"Nice to see you again, too." she crossed her arms. "I've been doing fine, thanks for asking." Max was not amused.

"I'm serious, Meex." he growled, not taking his eyes from the road. "Why did you deactivate your disguise?"

"I didn't have much choice, Max." she answered, her tone matching the elderly agent. "Things are changing, Vilgax is getting more and more desperate to get the weapon." she looked to Ben.

"I'm not surprised." Max lightened his tone slightly. "The _Omnitrix_ is the most powerful weapon in existence." he shot the Mikarin a meaningful look, before focusing back on the empty street ahead. "But you still didn't answer my question." Meexyairna sighed.

"Torgon paid me a house call." Max slammed on the brakes so fast that Gwen nearly flew over the table and would have, if it were not for the blue alien in front of her reaching out and holding her in place.

"Torgon!" Max turned back to face Meexyairna, eyes wide. "Torgon is on Earth?" Meex just nodded grimly. Gwen looked at the two confusedly.

"Who's Torgon?" she asked. Both adults jumped, as though they had forgotten her presence. Meex was the one to answer her.

"Torgon is Vilgax's attack dog." she sneered at the thought of the two of them. "In a way, he's even more dangerous than Vilgax himself."

"What?" Gwen blinked. "How could he possibly be more dangerous than Cthulhu-face? It took a giant laser-cannon thing just to stall him!"

"Because," Max's eyes narrowed. "Vilgax may be evil, but Torgon is insane."

"He'll never rest," Meexyairna clenched her hand into a fist. "Until we're all dead."

-----------------------

Miles away, a clawed hand shot out of the rubble that was once a jewelry shop. Pulling himself from the wreckage, Torgon shook the extra bits of wood and mortar from his spines. As he dusted himself off, he idly took note that one of his gill-covers had cracked, a small bit of water leaking out. That's when he noticed something that royally ticked him off. There was a scratch on his hand. She had actually scratched him!

Just for that, she was getting impaled.

As he made his way down the road at a leisurely pace, he wondered how exactly one went about impaling a creature with skin that was harder than titanium…….

--------------------

"Darn you, Daverik!" Garen pounded the computer console angrily as he gave the rebellious researcher a venomous glare. "Do you have any idea what you've done?" he demanded. "Do you?"

"All I've done," the fire alien jabbed a finger at his pint-sized boss. "Is try to make the weapon stronger, faster." he crossed his arms. "And there's nothing wrong with doing my job."

"What you've done," Garen's voice raised a few decibels. "Is place the entire project in jeopardy!" He pointed his thumb at himself. "I told you 'No' and I meant it! It was too soon to administer that kind of shock to the system!"

"And I told you!" Daverik yelled right back. "It's got adaptive programming, it'll recover!" the flames that covered his body flared. Garen just got more angry.

"I made it, Daverik, I know it's got adaptive programming!" he was working his way into a rant now. "But, what you don't seem to get is the fact that the programming is adaptive, not polymorphic! You can't just throw whatever you want at it and expect it to conform! Didn't you learn anything from your little stunt with Kevin?" Daverik opened his mouth to answer, but Garen didn't give him the chance.

"I'll answer that for you: No, you didn't!" by this point, Daverik was practically cowering in fear of the Binarai, which was pretty funny, considering their size difference. "Look what's already happened because of what you've just done! Just look!" Garen typed a flurry of commands into the computer, bringing up a list of all the things that Daverik's recent meddling had done.

"Dozens of pointless failsafes! Dozens! And guess what they've done to the system's integrity! That's right, they've weakened it to the point where one more shock like the one you just forced on it will crash the entire thing! Did I mention the fact that they've also tripled the reaction time?" Garen then threw a clipboard at his underling, but, before it could hit Daverik, it was plucked from the air by Gwendolyn as she suddenly materialized out of thin air. She gave both researchers a pointed look.

"Daverik," she growled in annoyance. "Get your sorry flaming butt to your quarters."

"But-" the red alien tried to protest.

"Now!" Gwendolyn roared. Daverik made no further attempts to argue and hightailed it to his room. The ethereal being then focused her eye upon her boss. "Do you always have to yell at him?" she leaned down to him. "You're going to push him too far one day."

"I know." Garen sighed. "If he ever decided to get physical, I'd be dead before I could blink." he shook his head. "Anyway," he looked up to Gwendolyn. "How's damage control coming?"

"I'm doing what I can." the specter-like alien answered. "But, most of it's up to the system itself. I can only offer so much aid externally. You want me to contact Meexyairna and tell her to do what she can?" she offered.

"I'll call her." Garen walked over to the communications desk. "Last time you two talked, I had to buy a new monitor for the com-computer."

As Gwendolyn floated away, Garen swore he heard her say under her breath "It's not my fault her head's full of rocks.

----------------------

(1)- If you haven't guessed, the name I've made for Grey Matter's race is based of the word "Binary".

Well, now we've gotten a look at some more characters and the people pulling the strings. Please review, eh? And if you have any theories about anything that's going on, feel free to put 'em in your reviews.


	4. Escape or Die

Attention all! I know that they alien races are already named, but those names are stupid. Therefore, I'm making up my own. Joy. Here they are, with their pronunciation.

Grey Matter- Binarai (Bine-are-eye)

Ghostfreak- Phantalin (Fan-Tale-In)

HeatBlast- Combronites (Com-Bro-nights)

Stinkfly- Increnoids (In-cra-noids)

Diamondhead- Mikarin (Me-Car-In)

Wildmutt- Hounin- (Hone-In)

XLR8- Repromags- (Rep-Row-Mags)

FourArms- Gypin (G-Eye-Pin)

RipJaws- Tophgler- (Toff-Glur)

Upgrade- Experiment 3024

**Spooky4ever**- Well, if you're right, you'll find out soon enough.

**AirGirl Phantom**- This is most definitely my best story yet. _I'm_ even left guessing half the time.

**Lizard Lad**- Oh yes, the researchers on at Mertak become quite important. As for the alien names, see above!

**Tongariki**- I haven't the slightest as to where your name is from, sorry.

**OveractiveMind**- I've never actually seen Gwen 10. As for the name match, it may prove to be more important than you think.

**Katie**- Yep, they sure did.

**Kitty Kat**- It's a fairly simple process. Here's what I did to make up the name of the Binarai: 1) Look at what you're naming. Garen's people are technology and computer oriented. 2) Take an aspect you got from number one. In this case, I chose Computers. 3) Something about the aspect. Computer- Computer language- Binary. 4) build from that. I took Binary and just spelled it differently, changing the pronunciation. Hope that helps.

**Sorrowful-Ragdoll**- Alright, more cookies! Thanks! Here's your update.

**Kat92foryou**- Uh, thanks.

**Shewhodanceswithdragons**- Try wikipedia. As for Batman Beyond, I've really only seen the return of the joker, but I did enjoy that.

**Gatogirl1**- Wow. Such reviews, I have not before laid eyes upon. Seriously, the best reviews I have ever received. Ok, anyway, I'll start by responding to your review of chapter two. 1) Yeah, he is rather close to Ben in personality. Like grandson, like grandfather. I've noticed that Max seems quite adamant about being careful and not getting overconfident, so that's where the idea of Boomer's death came from. I figured that it would help to show how a guy like Ben (and like young Max) could come to be like Grandpa Max. 2) I've only seen "The Big Tick" and "Grudge Match". They introduce the new alien (cannon bolt) in "the big tick" when Ben attempts to turn into XLR8. I've decided since the second chapter to include Cannon Bolt in my story after all, as the third chapter hints. As for being AU, it was going to be like that anyway. 3) Whoa. That certainly makes me sound way better than I am. Anyway, if you ever see anything in my stories that you want to use in yours, feel free. As long as it isn't word-for-word what I wrote, it's fine by me. 4) Ben did get lots of air. Meex was right below him an she was putting everything she had into getting out quickly. With how strong she is, Ben flying like that isn't hard to believe.

Now, onto your review of chapter three. Go to wikipedia, type in "Cthulhu". You'll get plenty of info on him. As for the 'reaction time' statement, it isn't as out of place as you think. A high reaction time is bad, you see, as your reaction time is how fast you react to things (Example: A baseball being thrown at your face). The higher your reaction time, the longer you take to react. Therefore, a tripled reaction time is bad. As for what you guessed about Ben, you'll have to direct questions (or guesses) like that to a pm, as I am paranoid about answering them in this space. After all, only two of you guys have guessed what's going on and I don't want to ruin the surprise for the other readers out there. Yeah, I noticed I left the end quotation mark off of the last line, but only after it was posted. Feel free to take a micro-scope over the chapters if you so desire to. As for the beta thing, no I do not have one. I pretty much just write a chapter at four in the morning, post it, and that's it. I'm not even entirely sure how the whole beta thing works. Thanks for the great reviews! Oh, and yes, Daverik is of Heat-Blast's race.

Ok, that was an amazing amount of reviews. Chappa.

**Skin Deep Chapter Four: Escape or Die**

"It's not my fault her head's full of rocks."

----------------------------

Darkness…… voices…… Two voices…….. Anger in the voices…… pain……. Beakers, test tubes, computers……..bright, harsh light appears…..

-----------

Ben's eyes snapped open as he shot straight up from his lying position, his heart thumping heavily in his chest and a hand going to his slightly sore throat. For a moment, he had absolutely no idea where he was; his eyes had not yet adjusted to his seemingly pitch-black surroundings. Apparently, it was nighttime.

As he glanced about his dark surroundings, he caught sight of three glowing numbers; a digital clock, embedded in the wall. It told him that it was one in the morning. What was he doing awake? What had woken him up?

The strange, fractured dream rushed back to him at that moment, causing him to emit a small gasp. What the heck was that place? Ben had certainly never seen such a place before, so why had his mind conjured it up? It was nothing like his normal nightmares, the ones he experienced almost nightly. The ones filled with that horrible alien called Vilgax. The ones that left his heart in an icy grip of fear as he lay in his bed, too afraid to even scream.

No, this one was different. It didn't leave him with a feeling of fear, nor did it leave him feeling calm. Instead, it left him with something else…….. But what?

It was then that his night vision finally kicked-in, allowing him to make out vague shapes in the darkness. The first thing he noticed was the fact that the digital clock was not embedded in the wall, but in the dash of his grandfather's RV. So that's where he was. The second thing he noticed was that the door was hanging open.

Ben knew immediately that something was amiss. Silently, he stood and began to make his way to the door, taking care to avoid the squeaky spots on the floor. As he was a mere foot from it, he was stopped dead in his tracks by a sleepy voice.

"Ben…?" Ben slowly turned to face his cousin, who was looking down at him with tired eyes from her bed. "What are you doing?" she whispered, fatigue obvious in her voice; she sounded as though she had not gotten much sleep. Ben put a finger to his lips as a sign to be quiet and motioned to the open door. Gwen suddenly looked much more awake and was down by Ben's side in an instant.

Together, the cousins crept outside, watching each other's backs in the darkness. It didn't take long for them to find the source of the open door. A large, cerulean alien was leaning up against a tree, it's back to the kids, not ten yards from the RV. Gwen immediately recognized her as Meexyairna, but chose to keep her mouth shut and maintain their cover, so that they might discover her reason for being out here at this time of night.

As they drew closer, they realized that she was talking with someone.

"Of course I didn't, you floating sack of protoplasm!" She growled angrily in hushed tones. The pair of cousin's couldn't hear the person she was speaking with, but it was pretty obvious they weren't on friendly terms. After a small pause, they heard her speak again.

"Well, I _was_ planning on killing the girl in her sleep and taking Ben to Vilgax……."

In the small pause that followed, Ben and Gwen exchanged fear and shock-filled glances, before slowly beginning to back away, seeking to fulfill their unspoken plan of waking their grandfather and driving as far from the homicidal alien as possible. That is, until they heard what the alien said next.

"Tennyson? There's no need to harm him, he hasn't even told them the truth yet. He actually has them believing that he's here to protect the Omnitrix from Vilgax." she let out a laugh. "Can you believe it?- What? Oh, yeah, Max said he'd help us get Ben if it comes to that."

It was at this point that the cousins felt their worlds collapse around them and it was then that they knew what they had to do (1). They had to run.

----------------------------------

"She still hasn't answered?" Gwendolyn peered over her boss's shoulder at the com screen, which still displayed the 'Not Here Right Now' message, which had a little animation of a chibi Meex looking through her pockets for her hand-com.

"Yes…." came Garen's groan of a response as his head lay pressed against the keyboard.

"Are you sure it's even operational?" the ghostly researcher inquired. "A building _did_ fall on her." Garen dismissed the idea with a wave of his hand.

"If it were destroyed," he lifted his head and pointed to the screen. "We'd be getting a picture of her mourning over it's tombstone." Gwendolyn raised her proverbial eyebrow.

"Who programmed those, anyway?" She shook her head. "They're so stupid."

"Come now, I think they're pretty entertaining." Garen yawned. "Just not after three hours."

"Oh." Gwendolyn crossed her arms in an annoyed manner. "_She_ made them, didn't she?" Garen looked back at her, confusion as to who she was talking about covering his face, before suddenly realizing the answer.

"I already told you, I'm not interested in Glint like that."

"Riiigggttttt." Gwendolyn looked disbelieving. "And there's absolutely no reason you stare at her backside every time she flies by, right?" Garen spun his chair around so he was facing his assistant fully, neither one noticing that Meexyairna had answered her hand-com and was watching their little dispute.

"It's for scientific study!" the Binarai protested, arms held out to the sides. "You and I both know that the Increnoids refuse to release any information on their biology!" he adopted a thinking pose. "If I could figure out how those wings manage to generate so much propulsion, just think: Wing-Packs!"

"Wing-Packs?" Gwendolyn knocked on her boss's head. "Hello? Half of us can fly anyway." she rolled her eye. "And the other half are fast enough that they don't need to." Garen's face deadpanned.

"Exception." he raised his hand above his head and pointed down at himself. Gwendolyn's eye went wide, her proverbial mouth formed into a small 'O'.

"Heh, sorry." she scratched the back of her 'neck'. "Forgot about that." Garen opened his mouth to make a sarcastic reply, but was cut off.

"I hope I'm not interrupting anything?" Meexyairna made herself known. Garen spun his chair to face the screen, but, in his surprise, he spun too hard, causing him to make a few revolutions before he actually stopped to face the screen.

"Meex!" he cried, anger in his voice. "Where the heck have you been?" he demanded.

"Easy now, boss." Meex held her hands in front of her. "I had to keep the com off until I could get away from Max and the kids." Gwendolyn glared at the Mikarin.

"What'd you do, leave them in a ditch?" she hissed, her form becoming more solid. Meex bristled with anger.

"Of course I didn't, you floating sack of protoplasm!" she snapped attempting to keep her voice down at the same time. Garen groaned. This happened every time the two females were in shouting distance of each other.

"Come on, Gwendy." he attempted to diffuse the situation, calling his assistant by his pet-name for her. "You know she won't hurt them; she's on our side now." he sent a look to Meex. "Right?"

"Well…" the blue alien started sarcastically. "I _was_ planning on killing the girl in her sleep and taking Ben to Vilgax…" she made a nasty face at Gwendolyn, who placed her hands over her eye-track, threatening to open it.

"You forgot to mention what you're going to do to Tennyson." Garen pointed out. He hated having things unfinished, even if it did drive Gwendolyn up the walls. Or through them.

"Tennyson?" Meex smiled. "There's no need to harm him, he hasn't even told them the truth yet." at this, they all rolled their eyes. "He actually has them believing that he's here to protect the Omnitrix from Vilgax." she laughed at this, her boss letting out a chuckle of his own. "Can you believe it?-"

"Speaking of that," Gwendolyn interjected. "Have you asked him?"

"What?" it took the Mikarin a moment to comprehend what the Phantalin was talking about. "Oh, yeah, Max said he'd help us get Ben if it comes to that."

"That's good." Garen nodded. "It'll be much easier to get things done with his support."

"Yeah," Meex agreed. "But we should still keep a close eye on him; you can never-" The alien stopped in mid-sentence as a bright green flash filled the area.

----------------------------------------

"Book it, Ben!" Gwen yelled from the back of the giant, eyeless dog that was her cousin. After realizing that they had to get as far away from both Meexyairna and their Grandfather as possible, they had run straight back to the RV, stuffed their backpacks with supplies as quickly and quietly as they were able, and then began to run into the forest that was on either side of the road. As they ran, Ben had tried to become XLR8 (2), so as to be able to get away more quickly, but had instead been turned into Wildmutt. Gwen, realizing that resulting flash from the transformation would give away their positions, had jumped onto Ben's back with both of their backpacks.

Ben wasted no time in following her order and ran as quickly as his four legs would carry him, taking them deep into the forest. As it turned out, Ben was actually rather fortunate to have become the dog-like alien instead of the super-speed lizard. In this dense forest, in the middle of the night, XLR8's speed would have been more of a hindrance than a help.

But, to Wildmutt, dark and light made no difference. After all, he was blind. Because of this, he was able to navigate between the trees with pinpoint accuracy and agility that would put the greatest acrobat to shame, the gills on his neck acting as both nose and ears.

They traveled mostly in silence, stopping only when Gwen needed to check the map of the area she had stolen from the RV. By her calculations, they had already traveled three miles in only, as a quick look at her watch told her, seven minutes. A quick bit of math later, she found that equaled roughly twenty-four miles per hour. (3) If they could keep this up, they'd be out of the forest by time the sun rose.

Of course, they couldn't keep it up. Four miles later, the Omnitrix let out three progressively lower tones and, in a blast of red light, Wildmutt became Ben once more. Ben immediately collapsed from the weight of his cousin and both overflowing backpacks. Gwen was thrown from her cousin's back the moment he hit the ground, due to the inertia that he had built up as Wildmutt.

Rubbing her head annoyedly(4), Gwen got up and dragged the backpacks back to Ben. She open her mouth to make a sarcastic jibe about the watch, but it died in her throat as her eyes fell upon the boy.

He wasn't moving.

----------------------------------

"Where are they, Meex?" Maxwell Tennyson was seething thinly concealed anger as he held the alien by the collar of her shirt. "Where are my Grandchildren?"

"I'm telling the truth, Max!" Meexyairna's voice was angry, but her eyes betrayed her fear. "I don't know! I just the flash, noticed them gone, and woke you up!" she held her hands up in surrender. "I swear it." At this, Max let go of her collar, turning away.

He was silent for a few moments. "………..Why would they run away?" his voice was less than a whisper as he stared at the ground, refusing to allow his tears to fall.

"I'm not sure, Max." the crystalline alien placed a hand on his shoulder. "But, whatever the reason, we need to find them. The sooner the better."

------------------------

Gwen sat in the tiny cave, staring at her unconscious cousin a few feet away, her eyes red and puffy from crying. Shortly after she had found this little cave and dragged Ben inside, the situation truly hit her, the initial shock that had been keeping her from breaking down finally wearing off. Because of this, she had been doing nothing but crying and casting fearful glances at her helpless cousin. If they were attacked now, they would be done for.

Sure, she was a tough girl, she had black-belts in three fighting styles. But, what good was being able to kick someone in the face when they can slice you in half with their skin or shoot you with eye-lasers?

Gwen watched the slow rise and fall of Ben's chest, wishing he would wake up. He had to wake up soon. If he didn't wake up……. No! She wasn't going to think like that. Everything would be okay, as long as she kept thinking positive thoughts.

Slowly, she crawled to her cousin and pulled him into her arms, crying herself to sleep.

---------------------

1) They had to stop all the ghosts that were coming through. Yay Danny Phantom.

2) That couldn't have gone better if I had planned it.

3) If my math is off, please tell me the correct number in a review.

4) I don't know if that's a word, but I'm using it.

Well, please review. I bet none of you saw this chapter coming, eh?


	5. The Reaper Cometh

Alright, another chapter is here. I do hope the wait wasn't too long. Many of you will be pleased to know that, until this story is done, all my other stories are on hold. That means longer, faster updates. Anyway, reviews!

**Jimar**- You like cliffhangers, eh? Well, you just hit the jackpot.

**AirGirl Phantom**- Ah, in annoyance. Thank you. For some odd reason, I didn't even think of that. Enjoy this chapter!

**Gatogirl1**- The first line of every chapter is the last line from last chapter. I like to put it there as a reminder of what happened before, since updates are slightly spaced out. As for the dreams, well, all will be revealed in a future chapter. After all, Garen and Ben will have to meet face to face eventually. Ben finding the Omnitrix not an accident? I really can't tell you, but I will say you're on the right track with that one. His passing out will make much more sense by the end of this chapter.

**Tinkerbell303**- Oh no! Not the bunnies:updates:

**The Human Kalei-doscope-** I have read it, actually. It's….. interesting.

**Sorrowful-Ragdoll**- Even more action packed goodness in this chapter! I hope you enjoy it.

**Kat92foryou**- Oh, is it? My bad. Yeah, I did do it without a calculator. And at three in the morning.

**Kitty Kat**- Er, thank you. That's very nice of you to say. :slightly overwhelmed by all the affection:

**Shewhodanceswithdragons**- Kidding about what, killing Gwen? Yes, she was kidding.

**OveractiveMind**- Wow, that's difficult to pronounce.

Wow, so many reviews! I hope this chapter is up to your expectations, guys. Disclaimer!

**Gwen: No one, especially not some cane-wielding teenager who calls himself 'Ninjamuffin', owns me. **

Except for Man of Action and Cartoon Network. Chappa.

**Skin Deep Chapter Five: The Reaper Cometh **

Slowly, she crawled to her cousin and pulled him into her arms, crying herself to sleep.

----------------

To say the station was in a state of mass panic would be an understatement. Seven of the researchers on project 'Omni' were gathered in The Main Hub (1), all typing furiously at their personal keyboards and shouting information back and forth to each other. With them were several researchers from another project, offering aid in the place of the missing head researcher and his assistant.

Speaking of which…………

"Alright!" Gwendolyn came soaring into the room, shouting over the rest of the noise ad creating immediate silence. On her shoulder stood a very unhappy-looking Garen, who jumped down to his computer as the Phantalin began to bark out orders.

"I want a complete diagnostic report on the Omnitrix now!" she pointed to Glint, who went straight to work on retrieving the information. "You!" she pointed to Takin, a female Tophgler who specializes in bio-weaponry. "I need the readings from Ben; physical, mental, the works. If he so much as sneezes, I want to know about it."

At this point, Gwendolyn had made her way to the middle of the room, checking over everyone's shoulders as she passed.

"Daverik," she stopped moving as she came to him. "What are you doing here?" she put her hands on her 'hips'. "I told you to go to your quarters." Daverik gave her a quizzical look and motioned towards his computer.

"But, that was hours ago," he protested. "And besides, isn't this just _slightly_ more important than my being punished?"

"My order stands, Daverik." The specter-like alien stated firmly. And then, when the Combronite opened his mouth, added, "End of discussion." With that, she turned and went back to barking out orders, leaving a seething and stunned Daverik at his desk.

"Okay, Miskin, start pulling up the locks on Vilgax's activities, an attack from him is the last thing we need." Miskin raised one claw in acknowledgement and went back to his high speed typing.

"Uh, m'am?" One of the researchers from the other project tapped on Gwendolyn's shoulder.

"Yes?" she answered half-annoyed, half-exhausted, shifting her eye so that it was on her back.

"We were just wondering if we could get back to our work now." he gestured to his team, who nodded in affirmation. Gwendolyn made a shooing motion, her eye going back to it's usual place on her head.

"Yeah, thanks for the help." She then turned to Garen. "Hey, boss, any success with tracking them?" The Binarai didn't answer. Gwendolyn floated closer, speaking louder this time.

"Boss?" She asked, confused by his lack of response.

Garen just continued to stare at the screen in front of him, mouth agape. While trying to lock onto the Omnitrix, he'd stumbled onto a problem of such magnitude that it had rendered him speechless, something that had only happened two other times in his life. The only words he found himself able to speak were the two words that fell, unbidden, from his mouth.

"My God……"

--------------------------

"'Go to your quarters!'" Daverik mocked in a high-pitched voice, using his hand as a puppet, as he walked down the empty passageway. "I'm not a freaking child!" he flared, causing the temperature around him to spike for a moment.

"Well, I'll show her." he muttered darkly as he stopped and opened the doors to one of the labs. There was no one inside, probably due to the fact that all the project 'Omni' staff, save him, were in the Main Hub. Perfect. "She'll see just how right I've been this whole time."

Flipping on the nearest computer, he easily hacked into Garen's mainframe, the one that controlled the entire project, including a plethora of robots built for the sole purpose of testing the strength of the weapon. Daverik grinned.

"He should really stop using 'Gwendolyn' as a password." he chuckled, cracking his neck. Oh well, it just made things easier for him. A few keystrokes later, the Combronite had what he wanted.

"I've just been dying to give the Reaper a test drive…….."

-----------------------------

Oh……. It's dark…….. Really dark…….. Where am I?……. Wait. I hear something……. It sounds like someone's yelling……… no, it's two people……. They're fighting about something……… sounds serious……I wish I could see……. Then, maybe, I could tell where I-

"Ben….."

What?….. Who was that?…… someone calling me?………

"Ben."

Shhh…… you're too loud…….I can't hear the voices……… I wanna know what they're yelling about…..

"Ben!"

No, I want to hear- Augh! That light! It hurts! Make it stop! Make it-!

---------------------

"Ben!" Ben eyes shot open as Gwen shouted his name, right in his ear. He sat up quickly, taking in fast, shallow breaths.

"Geez," The red-head rolled her eyes. "It's about time you woke up." Ben glared at her.

"Why….." he started out fiercely, but stopped in mid-sentence, noticing their surroundings. "….Are we in a cave?" he finally finished after a few moments, his tone of anger replaced with one of confusion.

"Hey, be thankful." Gwen crossed her arms. "I had to drag your butt for, like, a quarter mile before I found this cave." She leaned down to him, tapping his nose. "If it wasn't for me, you'd still be laying in that forest with all kinds of," She made a face. "Creepy crawlies."

"Hey!" Ben stood up and jabbed a thumb at himself, taking mock offence. "As a part time Stinkfly, I resent having my insect brethren being referred to in such a derogatory manner." He crossed his arms in front of him. "We prefer to be called 'Central Nervous-system challenged'." Gwen slapped her forehead, regretting showing Ben that article on political correctness last week.

"Great." she scoffed. "Now I have to be politically correct towards _bugs_?" She shook her head. "No way. And besides, don't you mean 'full-time Stinkfly'?" She held her nose. "You reek."

"Hey!" He didn't need to fake being offended now. "You don't exactly smell like a bed of roses yourself!" he pointed at her accusingly.

"Duh!" She pointed right back. "I had to drag you AND both our backpacks through the-"

"You hear that?" Ben cut her off quickly, his head cocked to the side as he strained to listen to some sound that escaped Gwen's hearing. He turned from Gwen, slowly walking towards the mouth of the cave.

"Hey!" the red-head was quite annoyed. "Don't you walk away from me, Tennyson!" she called after him. Ben paid her no mind.

"Sounds mechanical….." he mumbled, stepping into the lush woods that surrounded them. He took a big whiff of the air. "And I think I smell oil….." His eyes widened.

"Hey, I'm talking to you!" Gwen came up behind her cousin. "Don't ignore me!"

"SSSHHH!" Ben spun around to face her frantically for her to be quiet.

"You did NOT just shush me!" she was practically yelling now.

"Gwen!" the brown-haired boy whispered hurriedly, grabbing her arm. "Shut up!"

"Hands off!" Gwen pulled herself from her cousin's grip, shouting indignantly. "You aren't the boss of-"

"GET DOWN!" Ben's shout was all the warning he gave before tackling her. As they hurtled toward the ground, Gwen's eyes widened in fear. Just above them, where their heads had been less than an instant ago, a huge, scythe-like blade ripped through the air, slicing several trees in half. And then they hit the ground.

-----------------------

"Ok, boys and girls," Garen stood on a platform at one end of the Main Hub, Gwendolyn by his side as he spoke to the other researchers. "As you know, Ben and the Omnitrix have gone missing." There were murmurs of acknowledgement.

"What many of you were not aware of," Garen continued, walking back and forth across the platform. "Is that Gwen is with him" At this point, a holographic collage of pictures of Gwen, many of them depicting her as lucky girl, appeared on the wall behind the Binarai. Talk once again began among the researchers, but it was silenced by Garen's raised hand.

"And that's the least of our problems." Gwendolyn tapped some commands into her hand-held computer. The hologram changed into several different schematics of the Omnitrix, all of them emphasizing two things.

"The Omnitrix's signal has disappeared." The Phantalin stated simply.

Then the room fell into chaos. Aside from Garen, every researcher in the room was either shouting, screaming, or flat out panicking. Gwendolyn was trying to get them under control, but to no avail.

It was at that moment that the Veltran, the janitor, entered the room. For a moment, he simply watched the scene, unsure of what to do.

"Excuse me, Veltran," Garen pulled on the janitor's pant leg. "Do you think you could….." The Binarai trailed off, not quite sure how to phrase his request. Veltran got the message and nodded. Garen put his hands over his ear-holes.

"Please," Gwendolyn shouted frantically. "Would everyone just calm-!" She was cut of as a loud roar filled the air, covering all other noise in the room. This caused everyone to stop and turn to the source of the sound.

"Thank you." Garen smiled up at the Hounin, before taking his place back on the platform. Veltran gave a big, toothy smile and let out a few growls.

"Oh, that would be me." Takin raised her paw. "I think I got some water in it." she motioned to her smoking computer. Veltran nodded again and went to the damaged hardware, opening it up. After a few moments, the Hounin pulled out some chips and dropped them in the waste bin, before retrieving a few from the pocket of his overalls and using them to replace the ruined ones. He then placed the cover back on the computer and turned it on, giving the Tophgler the peace sign and another big smile.

"Thanks, Vel." She gave him a quick hug around his furry neck. "Don't know what we'd do without you." Veltran gave a few growls in response, eliciting a laugh from Takin, and trotted out of the room, probably to do some maintenance elsewhere.

"As I was saying." Gwendolyn brought the attention back to the issue of the Omnitrix. "The signal of the Omnitrix is gone."

------------------------

"What the heck is that thing?" Gwen shouted to Ben as they dodged yet another attack from the strange robot.

"My guess," Ben broke off his sentence to dive out of the way of the giant blade. "Is that it's a present from Vilgax." The robot in question was, to be completely honest, rather unremarkable, aside form the large scythe it carried. It was of human size and shape, but completely devoid of physical features. No eyes, nose, mouth, or ears adorned it's head. The rest of it's body was just as decoration-free. It wasn't even painted a cool colour. Just black, from top to bottom.

"Can't you go alien?" Gwen and Ben were back to running.

"I'm trying!" Came her cousin's frustrated reply as he fiddled with the watch, which, strangely, was without colour. Usually, it would glow a vibrant green or, when it felt like not working, red. But, now, it was without either, just a simple black and white. "The stupid thing won't work!"

------------------------

"We all know that only two things can cause this to happen." Garen stepped forward, motioning to the schematics. "Those are the W.O.A. contingency, which we know has not happened, as we have not initiated it, and the complete shutdown of the Omnitrix."

---------------------

"Keep running, Gwen!" Ben called to his cousin, who was a few paces ahead of him. "I think we can outrun- GAH!" the ten year-old let out a cry as he tripped over a vine that had been concealed by the foliage of the ground.

-----------------------

"Yes, that's right. The Omnitrix has shut down." The Binarai nodded to Gwendolyn, who punched in a command to her hand-held computer, pulling up one last schematic. "There's only one reason for it."

-----------------------

"BEN!" Gwen screamed at the top of her lungs. "LOOK OUT!" Ben looked up in time to see a laser, one that had emitted from the tip of the scythe, coming straight at him. He managed to move in time to avoid a direct hit, but was still caught by he blast, which sent him flying into the trunk of a tree.

"BEN!" the red-head called to him, but he didn't move. The robot was slowly closing the distance between it and him……..

-----------------

"We don't know what's causing it."

---------------

"Leave him alone!" Gwen chucked a rock at the robot, hitting it in the head. It turned to her and charged, taking many swipes with it's scythe. Somehow, Gwen managed to both evade the attacks and lead it away from Ben, who was just starting to come to.

----------------

"We have no idea how to stop it."

--------------

"LEAVE MY COUSIN ALONE!" Ben punched the robot in the stomach with a strength he didn't realize he had, causing it to stumble back and away from Gwen, who was lying a few feet away, blood dripping from a cut on her forehead. Ben charged right after it, not giving it a moment to recover as he pummeled it. After taking a few hits, it suddenly lashed out grabbed the preteen hurricane by the face, lifting him off the ground and tossing him right over Gwen's head, into another tree.

"Ben!"

---------------

"But there's no avoiding it."

----------------

Gwen was hardly aware she was even moving at all, her mind completely focused on defending her cousin. She bounced off another tree in a very Matrix-like fashion, launching herself at the robot and kicking it in the face, then rebounding off of it and doing a mid-air back flip, landing in front of Ben.

The robot seemed irritated now, as it started to shoot recklessly at the girl, who quickly ran to the left, the lasers landing just one step behind her each time.

--------------------------

"The Omnitrix's energy source has run out."

--------------------

Dots swam in front of Gwen's vision as the robot held in the air by her throat, choking the life out of her. Her struggles against the death-grip were slowly growing weaker and weaker. Tears stung her eyes as the last of the air in her lungs was expended. Suddenly, the familiar voice of HeatBlast rang out venomously.

"**I said,**"a fireball struck the robot in the back, causing it to drop Gwen. She fell to her knees, coughing harshly as she tried to get oxygen back into her system. "**Leave my cousin alone!**" As the robot turned around, it was engulfed in flame. Gwen was forced to scoot backwards frantically to avoid being burnt as the stream of flame refused to halt, rising in temperature and size. When it finally abated the robot was still standing, extreme damage to it notwithstanding.

----------------------

"The Omnitrix gets it's energy from whomever it is attached to."

--------------------

The robot turned and fled; most likely to repair itself and wait for another opportunity to strike. No effort was made to stop it. As Gwen's vision started to clear, she looked up to find Ben, not HeatBlast, leaning heavily against a tree. He took a step forward, his entire body trembling. He spoke, his voice little more than a weak whisper.

"Gwen, are you…….." was all he got out before he collapsed onto the grass in front of her.

--------------

Garen took a deep breath, not wanting to believe what he was about to say, but knowing it to be true. "Ben is dying."

-----------------

(1)- The main hub is like the researcher equivalent to a military war-room.

End Chapter. Alright guys, review, por favor. I hope you enjoyed this chapter, it was fun to write. It's also my longest chapter of this story yet! Anyway, tell me if ya liked it!


	6. Swiss Family Tennyson

Hey Hey! I'm back with another, longer than ever chapter! So, let's get things started with some reviews!

**CodeLyoko**- More you want, more you shall have.

**D.DZ.**- Yeah, lo siento is sorry. I don't really know Spanish, either. My brother does, though. He's pretty fluent in it. I only know one or two phrases, myself.

**Overactive Mind**- I'll keep that in mind.

**AirGirl Phantom**- Yes, I enjoyed that part too. I was going for the thing they do in cartoons sometimes, where someone's giving a speech and the hero is fighting at the same time, with the scene switching back and forth throughout.

**Hi There**- Lookie, Lookie! It's another chapter!

**Sorrowful-Ragdoll**- You are too kind. :bows:

Alrighty, disclaimer.

**Daverik- As if some idiotic loser like Ninjamuffin could own Ben10. What a riot. **

Chappa.

**Skin Deep Chapter Six: Swiss Family Tennyson**

"Ben is dying."

----------------------

Gwen grabbed her cousin and scooped him into her arms, lifting him and running towards the cave. Had she not been so completely engrossed in getting Ben to the medical supplies she had wisely brought along, she might have found the fact that she was carting him at speeds that outclassed her own top velocity when running without any type of burden to be rather odd. But, as she was totally and single-mindedly fixated on mending the gaping wounds that were covering various areas of Ben's form, she did not even take notice.

She reached the cave in practically no time at all and had Ben laid out on a sleeping-bag bed in mere seconds, more than ready to get started on his injuries. Reaching into her backpack, she retrieved several bandages of various sizes, a roll of gauze, a med-kit she had found under a seat in the RV, which was full of different forms of peroxide(1) and basic medical equipment, and a bottle of water. That's when she noticed it.

Ben's shirt was, well, for lack of a better term, gone. In it's place was something that resembled a sleeve and a few charred lumps of cloth that were all connected by some frazzled threads. His shirt had, quite literally, been burnt off.(2) Gwen only paid it an instant's attention, before setting to work.

She focused first on the gashes that were found all across his arms, nearly gagging from the sight of so much blood. Luckily for herself and her patient, the bleeding had nearly halted already, saving precious time. Quickly, she took a cotton ball, wetting it with her water bottle, and cleaned most of the blood away from the wound, before applying another, peroxide covered one. She knew he was unconscious, but Ben's lack of response to the stinging liquid worried her anyway. Some gauze and medical tape later, the first of the wounds on his arms was patched up. One tiny step towards making him better.

Heartened by the fact she was making progress, Gwen gave a small smile and continued with her work.

------------------------------

... Where am I?... I...can't move... so tired... Wait... I know this place... I must be dreaming again... But, where are the voices?... And why is it so- Wait... What is that?... A window?... It's coming closer... Am I moving?... It's a doorway... Everything out here is so white... I wonder- Oh God... What is that thing?... It's- It's a monster!... It's gonna-!

------------------

And he was back in the cave. Ugh, his whole body hurt. As the haze of unconsciousness lifted, he realized Gwen was hovering over him, highly focused on his stomach. She pressed something wet up against it, something stingy. Ben let out a small hiss of pain through his clenched teeth, effectively catching the red-head's attention. She immediately stopped what she was doing as she realized he was awake and latched onto Ben's neck, wrapping him in a tight hug as she breathed his name, her voice full of relief. Ben could do little more than sit there, stunned by his cousin's show of affection.

"Ben, I'm so glad you're ok!" Gwen spoke into his neck, refusing to relinquish her hold on him. "I was worried you wouldn't ever wake up!" She cried. Ben pat her back awkwardly, wincing slightly as pain shot up his arm with each movement. He began speaking as Gwen pulled back.

"Don't worry," he stated reassuringly. "I'm not that-" SMACK! Ben's eyes went wide as he brought a hand to his cheek, where a red mark in the shape of Gwen's hand was rapidly forming.

"That was for playing hero and nearly getting yourself killed!" she yelled hotly, tears in her eyes, voice cracking slightly. For a moment, Ben just sat in shocked silence. She had slapped him! She had actually slapped him! Gwen had never actually hit him before. A playful punch in the arm, sure. But never anything like that slap. She had really meant that one.

Suddenly, Ben felt like the lowest slime on Earth. He hadn't really had the time to think about it, but he'd known it since the moment they ran into the forest. His cousin was all he had now and he was all Gwen had. They were each other's family now. He'd almost left her. He'd almost left Gwen all alone in the world with their grandpa and a homicidal alien after her. And for what? To grab the spotlight for a moment or two? God, what kind of monster was he?

Ben slowly turned to face Gwen, head down, bangs covering his face and hiding the tears that were running down his face.

"I... I'm sorry..." he whispered so quietly that Gwen almost missed it. That broke the dam. Ben grabbed onto the red-head and held on as though she were his only life-line, and in a way she was, bawling his eyes out as he sobbed apologies into her shirt. Gwen, shocked at first by her nearly impenetrable cousin's breakdown, whispered soothing words to him as she rubbed his back in a very motherly manner, slowly calming him down.

"It's ok, Ben. It's ok." she cooed softly. "Shhh, now. It' ok." She pushed him back a bit so she could look at him. "Sorry for slapping you." she ruffled the boy's hair. Ben had stopped crying completely by now, though the tear-stains were still evident on his face.

"I deserved it." he let out an oh-so-tiny laugh, the corners of his mouth turning upwards for a moment. "But don't think this means I like you now." Gwen smiled warmly at him.

"And don't you think you're any less of a dweeb." she placed a small kiss on his forehead.

And that's when a blinding light filled the cave.

-----------------------

"Boss." She regarded him carefully, watching for any kind of reaction.

"Gwendolyn." He answered her evenly, not bothering to look up at her. She floated to his side, her eye showing the concern she felt.

"You've been at it for hours." She wanted him to stop. Needed him to stop. But he was too proud for that. He wouldn't admit defeat.

"Yes, I have." he continued to uselessly pound at his keyboard, the glow of the screen illuminating his exhausted features. His high metabolic rate translated several hours into a day and a half without food or sleep. She spun him around to face her. He made no protest; He was far too tired.

"You have to stop." she pleaded. She couldn't stand to see him doing this. Killing himself.

"I can't." he had to find the answer. Had to make it right.

"Please..." She felt sadness tear at her soul. How could he do this to her?

"Ben is dying." He reached to spin back to his computer. She felt a sudden anger well up within.

"YOU ARE DYING!" she roared, hurt fueling her rage. She ripped him from his chair, holding him in front of her eye. He looked into her eye sadly.

"I don't care." he whispered somberly. As quickly as it had come, she felt the rage leave her. She felt the spirit leave her. She placed him back down. He resumed his work. She floated to the door, expression downcast.

"... I do."

-----------------------------

Ben blinked. What the heck just happened? There was this flash, and then¼¼. Nothing. He must have fallen asleep or something. And Gwen must have as well, as she was lying halfway on top of him, across his stomach. As gently as possible, he moved her off, covering her with a sleeping bag. Not that he need to be gentle; she was out like a light. Ben frowned at her for a moment. Didn't she have a cut on her forehead before?

Ben stepped outside, checking the position of the sun. It occurred to him shortly thereafter that he had absolutely no idea how to tell time by the sun. Sighing, he walked back into the cave; he might as well finish wrapping up his injuries. That's when he realized it. There was no pain.

"What the...?" he poked one of the bandages on his arm. Nothing. Slowly, he peeled it back, expecting to see a nasty gash. To his astonishment, the skin of his arm was unbroken. Ben's eyes grew to the size of small plates as he ripped the bandage the rest of the way off, feeling where the cut used to be. No trace of it remained, save the blood that had soaked into the bandage itself. Grinning like no tomorrow, Ben quickly removed the rest of his bandages, finding the same thing under each one.

"Alright!" he jabbed the air a few times, finishing with an uppercut. "Whatever that stuff Gwen used was, it sure works great!" he laughed, making a muscle.

------------------

Garen's eyes bulged. No way was he reading this right. It just wasn't possible. Ben's reading's were spiking. Cardio-vascular, respiratory, nervous... All his systems were functioning, One-Hundred and twenty percent.

"But, how?" Garen whispered to himself in disbelief. "They were down to forty percent just a few minutes ago..." He shook his head. "GWENDY!"

Gwendolyn, who had been floating just outside the door, was by his side in a moment.

"Yeah, boss?" she tried to hid her worry for Garen with an indifferent front. The Binarai raised a proverbial eyebrow at her for a moment, before motioning to the screen of his computer.

"Check it out." He watched as his assistant's eye grew wide in astonishment.

"How...?" was all she could manage.

"I have no idea." Garen shrugged. "It happened all by itself." He sat back and rubbed his eyes.

"Is that even possible?" Gwendolyn picked up her miniscule boss gently; he was already beginning to fall asleep.

"Not without," the Binarai yawned widely. "Our interference." By this point, Gwendolyn had carried him from his office and was en route to his quarters.

"What about the Reaper?" The Phantalin pondered aloud. "That would explain how he regained his energy."

"Nonsense." Garen mumbled, already half-asleep as he curled up against his specter-like friend. "No one would be reckless enough to activate that so soon." he fell asleep at that point, leaving his train of thought sitting on the tracks.

"Of course not." Gwendolyn agreed with her snoozing cohort, picking up where he left off. "With the weapon being so underdeveloped at this point, the energy needs of the Reaper would practically kill Be-" She stopped in mid-word and in her tracks, nearly dropping Garen, her eye wide. She knew who would be so reckless.

"Daverik, you fool..."

---------------------

"Hey, Gwen, you feel like waking up yet?" Ben shook his cousin's shoulder. "We really ought to get moving if we don't wanna get caught." She mumbled something incoherent and turned over, refusing to wake up. Ben simply shrugged and picked up the nearby water bottle, grinning mischievously.

"I didn't want to do this," He giggled, lying through his teeth as he uncapped it. "But you leave me no choice." Just as he was about to pour it, however, Gwen's hand shot up and grabbed his wrist.

"Do it and die." She growled, sitting up and using her free hand to straiten out her messy hair, glaring icily at her cousin. Ben wrenched his hand from her iron grasp, grumbling about party poopers, before standing up and going back over to his backpack. It was at this time that Gwen noticed something rather important. Quickly, she jumped up and ran over to Ben, grabbing his arm an pulling it up to her face, inspecting it carefully.

"...Where did all your cuts go?" She asked after a moment, highly confused.

"Don't ask me." Ben pulled his arm away, shouldering his backpack. "I woke up and presto, I'm fine." He began to walk towards the cave entrance.

"That's it?" Gwen asked incredulously, grabbing her own backpack and following him quickly. "That doesn't make sense at all." Ben snorted.

"Since when has anything this summer made sense?" he gave her a sideways glance.

"Good point." the red-head nodded. Best to just be glad for it and not ask too many questions. After a moment, Gwen realized that they were headed west, not north as they had been going the previous night.

"Ben," She jogged up beside him. "We're headed the wrong way." Ben glanced up at the sun in front of them.

"No we're not." he stated. Gwen pulled out her map.

"Yeah, we are." She pointed to their approximated location, tracing a line north to a highway about thirteen miles away. "The nearest road is north."

"Exactly." Ben nodded. "That's why we're going west." Gwen looked at him confusedly.

"Do you _want _to be stuck in this forest or something?" She held the map sideways, hoping to see whatever secret her cousin knew that she didn't.

"If you were chasing a couple of kids through a forest," Ben raised one hand as he explained, as though he were holding something. "What route would you expect them to take?" Gwen let out a small 'oh' in understanding.

"Duh, the shortest one." a bit of joy made itself evident in her voice, as it often did when she figured out a puzzle. "They'd probably drive the RV right around the forest and wait for us to come out at the north." Ben chuckled at this.

"I don't think so." He dug into his pocket and pulled out a flat metal rectangle, tossing it to Gwen.

"What's this?" she studied it, finding nothing remarkable about it. Ben's grin covered his face.

"Part of the gas tank." he answered with a bit of smugness. Gwen nearly burst out laughing.

"You didn't!"

"Oh yeah, I did."

---------------------------

"Ya know, Max." Meexyairna complained loudly for the hundredth time, walking behind the elderly ex-plumber as they trudged through the forest, following the claw marks that Wildmutt had left in the trees. "It sure would be nice if we had some sort of vehicle to travel in."

"Meex..." Max's tone warned her not to push his buttons right now. She didn't listen.

"Nothing fancy." She looked up to the sky, imagining it. "Just something with four wheels and an intact gas tank. Preferably something that can't be punctured by little boy pocket knives."

"Don't make me come back there, Meex!" Max shouted over his shoulder. "I won't hesitate to turn this search party around!" Geez... Women could be so annoying.

"HEY!" ... he said the last part aloud, didn't he?

--------------------

"DAVERIK!" The flame-headed alien turned just in time to be punched in the face. Even before he hit the ground, he heard the computer he had been using get smashed into a dozen pieces. Looking up, Daverik found a royally ticked off Gwendolyn floating above him. Before he had a chance to move, the Phantalin grabbed him by the collar of his suit and lifted him up to her level, the air around her growing cooler as she became more angry, her eye a mere green slit.

"Uh... Fancy meeting you here." Daverik tried, unsuccessfully, to appear innocent. Gwendolyn certainly looked...upset. She had even gone to the trouble of shifting her protoplasm for the occasion. She now had spikes jutting out of her arms and shoulders, her claws had nearly doubled in length, and her tail had solidified, looking very much like a razor-sharp hook. (3)

"Give me one good reason why I shouldn't throw you out the airlock." She growled dangerously, holding one claw up to his neck. By this point, the air had become so cool that a thin layer of frost had begun to form over everything, including Daverik, whose flames had all but gone out.

"B-B-Because," The Combronite's teeth were chattering fiercely, both from cold and fear. "I... I... uh." He fainted. Gwendolyn dropped him back to the floor, shaking her head.

"Pathetic." She turned and made her way over to the wall-com, intending on calling security. She'd wait until Garen had rested and eaten something before she let anyone else know.

"Hey, princess spiky!" Gwendolyn spun around, only to catch a face-full of UV lighting, courtesy of Daverik. She screeched in pain, flying backwards and into the wall and sliding down it, cowering from the painful light.

"Heh," Daverik chuckled as the room's temperature rose back to normal. "Who's pathetic?" he taunted. "You can't even handle a little concentrated Ultra-Violent light." He advanced slowly, making sure to keep his high-powered UV gun trained on the less-ghostly-by-the-second Gwendolyn. She hissed and tried to move towards him, but the burning was just too much.

"I've always wondered," the dastardly alien continued, taking extreme pleasure in the Phantalin's pain. "Do you guys _really_ melt under this kind of light? Or is that just superstition?" he paused, as if thinking about it. That's when Gwendolyn made her move.

With a defiant roar, she rose to her full height, ripping back her outer skin.

--------------------------

Next Issue! Gwendolyn shows what she's made of! Meexyairna complains some more! Ben and Gwen go Fishing!

(1)- My brain has left me, so I apologize if peroxide isn't the right thing for that.

(2)- Ben's too sexy for his shirt. Too sexy for his shirt. So sexy it hurts. I can imagine him singing that, too.

(3)- Gwendolyn's ability to change the form of her outer skin is one I made up for her species. I have an entire theory about the Phantalin and their origins and whatnot that probably goes against the show's theories. But, I like mine better. If you'd like to hear this theory, simply say so in your review.

Well, that's another chapter down. The longest chapter of any story I've done, I might add. Please be sure to review and send me your questions, comments, theories, and suggestions. Seeya next time!


	7. Slightly Disturbing

Ok, here is another chapter. **WARNING! THIS CHAPTER MAY CONTAIN DISTURBING IMAGES!** Depending on how well I actually wrote those scences, anyway. 'Twas a first time attempt at that horror stuff.

**Gatogirl1**- Ah, his shirt. That, my dear, is what we call a hint/clue. It'll make sense later and, hopefully, make you want to bang your head against something hard for not figuring it out sooner once it's revealed. Several more clues like that will dot future chapters. By the way, I'm looking forward to seeing that fic 'o yours when you post it.

**DizzyTech**- Glad to hear it. I hope the chapters to come will only get better.

**Raifiel**- Yeah, Ben/Gwen scares me, too. :shudder:

**Overactive Mind**- Yeah, she wasn't really thinking clearly. Plus, I doubt she expected him to outright attack her. She thought him to be defiant, not deranged. Theory is right below the chapter.

**CodeLyoko**- Yes, yes she is. Theory below.

**D.D.Z.**- Well, due to the Theory, this chapter is even longer than the last. Yeah, I'm to be learning Jap this year.

**Idiots Unite**- At Four AM, I can imagine a lot of things……. No, I haven't seen the new episode, though I read the Wiki entry for it. Luckily, I was able to make it fit into the Theory fine.

**Sorrowful-Ragdoll**- Thank you very much. -eats a cookie- The Theory can be found below. It's pretty long, though.

**Shewhodanceswithdragons**- Truer words, never spoken.

Ok, then. Chappa, before I fall asleep at the keyboard.

**Skin Deep Chapter Seven: Slightly Disturbing….**

With a defiant roar, she rose to her full height, ripping back her outer skin.

-----------------------------

Daverik dropped his weapon in shock, which soon turned to pure fear; the light shattered upon impact with the floor, he didn't notice. How could he have been so stupid? He had researched everything he could about the Phantalin, he had known what they could do. He had known that mercy, or even hesitation, could cause him to forfeit his very sanity. How foolish he had been, to think he had the upper hand, simply because he had a fancy light. All his cockiness had let this, this monster loose. And it was staring straight at him.

Daverik was faintly aware that he was screaming. How could he not scream, gazing into the maw of this terrible beast? Feeling the raw intensity of pure malice forcing it's was into his mind? Seeing that great, flaming ball of green power that had once been an eye narrow at him as ice coated his arms and legs.

That's when the torment truly began. The dark tendrils of madness worming their way inside his skull. The pain, blossoming throughout his entire being. The great beast lifted him with it's many tentacles, bringing him to the dark void, lined with thousands of razor-sharp teeth, that served as this thing's mouth. The bones snapping as those same teeth clamped down on his torso. And then, the cold. Oh……. The cold……

The cold had passed, thankfully. Daverik was unsure how much longer he would have been able to stay cooped up in his room. With a bounce in his step, he made his way outside, appreciating the sight of the things he had been deprived of for the duration of his illness. The flowers, the children happily playing, the smell of a pie sitting on someone's windowsill. Boy, that did smell good. Quickly glancing around to see if anyone was looking, Daverik made his way over to the pie, licking his lips, so to speak. After all, one little bite couldn't hurt. And it smelled even better up close. Looked good, too. Taking one last glance about, he greedily plunged his hand into the pie, taking out a large chunk and practically shoving it into his mouth. For as good as it looked and smelled, it tasted a hundred times even better. He chewed slowly, savoring the taste, before he bit down on something hard. Reaching into his mouth, he pulled out the offending object, chalking it up to a burnt spot or something. Then he saw what it was. Yelping in horror, Daverik dropped the bloody, severed finger, spitting out the pie in his mouth. Oh God. Everything that came out was red with blood. He gagged horribly, leaning against the house for support. He caught sight of the pie on the sill and backed away quickly, his eyes wide. The pie was filled with blood, bone, and eyes. He fell backward, into a patch of flowers. They were dead, covered with worms and half-buried remains. He couldn't even scream as he jumped up, frantically brushing himself off and trying to stumble back to his house. He didn't even stop to regard the green-eyed child that stepped in front of him, afraid of what he might see.

"See?" Daverik stuck his tongue out at Garen. "I told you the new attack robot was perfectly fine." He gave his boss a smug look as the Binarai regarded the group of robots with calculating eyes.

"The code is damaged." Garen insisted again. "And one's missing." he pointed to an empty space at the end of the line.

"What?" Daverik looked up, shocked. "That's not possible!" He ran to the line of robots, trying to find the missing one. "There's no way it could have gotten out of this room!" Garen didn't respond.

"Come on, help me lo-" Daverik turned to Garen, only to find the missing robot, one foot grinding into the floor. Garen was no where to be found. Daverik's eyes widened. What he thought was happening wasn't really happening, was it?

"S-Stand Down!" he ordered the robot, which complied, ceasing it's movement.

"Raise your foot." The robot did this also, showing nothing but a scratched floor under it's foot. Daverik let out a sigh of relief. There was a sizzling sound as a drop of water hit his head. He raised an eyebrow and looked up, thinking the water pipes were leaking again. Takin was hanging from the ceiling, a giant hook shoved through her mouth and out the back of her neck. He took a step back in shock and horror. She had been gutted as well, her intestines hanging out of her stomach, her clear blood pouring out of her wounds. Daverik could do little more than stand there, staring.

"Daverik……." the alien blinked. Who said that? Daverik's head whipped in different directions, trying to locate the speaker.

"Daverik…" it came again. The Combronite stood stock-still as he realized where it was coming from. He looked up, his whole body trembling. Takin was staring right back at him, her normally blue eyes a vibrant green. She reached out to him, smiling in an almost malevolent manner and Daverik screamed, stumbling back. His back hit cold metal. He slowly turned and was suddenly staring at the beast again. He screamed again as he was swallowed by the dark.

Dark didn't respond, as usual. She rarely did. Some may find that undesirable in a drinking partner, but Daverik didn't mind. He simply enjoyed her company as they sat at their usual table in the pub. He remembered when he first met her, all those months ago. He had walked up to her, hoping to find someone to talk to, and maybe someone to go on a date with. He found neither in her, but that was ok. She was……. Special. And dark. Everything about her was dark. Her skin, her eyes (1), even her flames. They were beautifully dark. It was no wonder why she received that name. Though, he often wondered if that was her original name. Surely no parent would name their child 'dark', no matter how much it fit. He would never find out, of course, as she never spoke of her past. She never spoke of anything. In fact, she had literally only said three words to him in the entire time he'd known her.

"Dark." she had said as Daverik was rambling about nothing in particular.

"What?" he replied, unsure of what she was referring to and slightly shocked that she had spoken.

"My name." And that had been it. Daverik smiled at the memory. Even her voice was dark. She was like a dark little angel. He nearly chuckled at that, bringing his mug to his lips. Blech. That was nasty. Must have been some bottom-of-the-barrel stuff.

"Yeah," he continued their previous 'conversation'. "I figured when….. Um… when….." everything was getting hazy. Just how long had that stuff been sitting in the barrel, anyway?

"Da….. Dark." he caught her attention as he fell out of his chair. She opened her eyes. Had they always been green? His head was swimming. His strength was failing. He realized it suddenly. He'd been poisoned! He was dying! Dark regarded him, her usually neutral face breaking into a wide smile. And she laughed, as everything went black.

Gwendolyn placed her heavily charred outer-skin back into it's original position, leaning on a lab table for support. That had cost her a large amount of her energy. It had been the only way to survive, however. She looked, with a mix of hate and pity, at Daverik, who was writhing on the floor with his eyes wide and his hands clutching the sides of his head. It would be another few minutes until he stopped having the visions. And probably a few hours after that until he would be able to pull himself from his catatonic state. She snorted, feeling that she had let him off easy, seeing as the visions would completely fade from his memory in about a week. Though, the fear would remain, she knew. It always did.

Sitting against the wall, Gwendolyn closed her eye, falling into a recuperative meditation.

----------------------------

"You have got to be kidding me." Gwen looked incredulously at her cousin, then at the stick/spear he was holding out to her, and back again. Ben quirked an eyebrow in annoyance.

"Problem?" he held the stick closer to her, hoping she'd get the hint and take the stick.

"Yeah," the red-head crossed her arms. "I am _not_ going to spear some innocent little fish and I am definitely not going to," she made a disgusted face, sticking her tongue out. "Eat one." Ben let the hand holding the spear/stick flop back down to his side, tired of arguing about it.

"Fine," he turned toward the little river. "Go hungry if you want. Don't come crying to me when you have nothing to eat."

"Hello?" Gwen pulled off her backpack. "We've got tons of canned stuff; we don't _need_ to go fishing for food." Ben sighed in exasperation, turning back to face her again.

"That's why we're fishing in the first place!" he said slowly, as though he were explaining to a small child, the sun glinting off his eyes and making them appear yellow. This, of course, confused Gwen to a large degree.

"Uh, what?" she cocked her head to the side. Ben rolled his eyes.

"The canned food will stay good for a huge amount of time, we should save it." he gestured to the river. "As long as we can get food from our environment, we should. That way, we won't have exhausted our canned food when we can't get stuff from around us, get it?" Gwen just stared at him for a moment.

"Where did-"

"Discovery Channel." Ben shrugged. "And history class." He gave a smug smile. "I guess TV didn't rot my brains after all." Gwen, in the face of Ben's rather sensible argument, sighed, holding her hand out for the stick.

"Fine….." she made a whining sound. "But I won't like it." Ben happily dropped the stick into her hand, before rolling up his pants, removing his shoes/socks, and then wading up to his knees in the water. Gwen raised an eyebrow.

"Uh….. Don't you need one of these pointy stick-things too?" she held up her 'pointy stick-thing' for emphasis.

"Nah." Ben waved it off, focusing on the water. "I saw this in a movie once." He made a great show of trying to catch a fish with his bare hands, managing to do nothing but get his new shirt wet. Gwen smirked.

"Whatever you say, Captain Klutz."

------------------------

An hour later found Gwen to be very amused and her cousin all wet. Almost literally. It hadn't taken Gwen very long to fashion a net from some shirts and a couple sticks, which proved to be a worthy venture as she caught multiple fish with little effort (2). Ben, however, had yet to catch a single fish with his 'hands on' method and found himself to be far too proud to accept any of the fish the red-head had offered him, no matter how good they smelled.

"Come on, Ben." Gwen held a roasted fish-on-a-stick in the direction of her cousin, who was still knee-deep in the water. Despite her previous reservations, she found the fish to be rather tasty. No match for a burger, but still tasty. "Just take the fish already." She was becoming a bit nervous, due to staying in one spot so long. Ben refused, again.

"Just you wait." his eyes didn't leave the water, though his nose twitched as the scent of the cooked fishy reached his nostrils. "I'll catch the biggest fish you ever-" Ben cut himself off as he nearly dove into the water, his arms a blur. A split second later, he was holding a fish, of average size, above the water, trying not to drop it as it wriggled about.

"Ha-HAH!" Despite the precarious grip he had on his quarry, his face bore a huge, triumphant smile. Then, before he even realized what he was doing, Ben chomped down on the fish's head, crushing it's skull, effectively killing it and halting it's struggles.

Time stood still for a moment as both Ben and Gwen took in what had just occurred. Simultaneously, they both spat out what was in their mouths, crying out in shock. Ben dropped the fish back into the water, stumbling backwards to shore as Gwen stood up and rushed over. The fish rose to the top of the water and slowly floated away, a small ribbon of blood flowing behind it. The moment Ben hit the shore he fell flat on his butt, staring at the water in disbelief.

"Ben….." his cousin stood a few feet away, hoping her eyes had deceived her, a mix between disgust and concern on her face. "Did you just bite a live fish?" She didn't bother to mention that the fish was most definitely dead now.

"I…." Ben was at a near loss for words. "I hope I didn't." The blood in his mouth told him he had.

------------------------------------

"Are we there yet?" Meex complained in an obnoxiously loud voice, right in Max's ear.

"No." The elderly man growled through his gritted teeth.

"Are we there yet?"

"No."

"Are we there YET?"

"No."

"We there yet?"

"**NO!**"

A pause.

"How 'bout now?"

"Yes, we're there."

"REALLY?"

"No."

Meex let out a huge, overly-fake gasp. "You Lied!" Max just grumbled under his breath in response, praying she didn't decide to play "I Spy" again.

---------------------------

Ok, not the longest chapter ever, but the Theory makes up for that, I hope.

And here is the Theory:

----------------------------------------------

**Phantalin Theory: Everything from origins to powers to physical features. (Warning: This theory is Long.)**

1. What do Phantalin look like?

General Appearance-

Phantalin are gaseous aliens that, thanks to their protective outer skin, have the appearance of a specter or ghost, with two arms that end in four-clawed hands. They have a wispy tail in the place of legs, which are not needed due to the fact that they can fly/float (reason for this explained below). Their outer skin is usually gray or grayish-blue, but the Phantalin can, if old enough, change it to any gray-mixed colour, though the "eye-track", as it has been called, remains black.

Under the Skin-

Now we will take a look under the outer skin, so that you may understand what a Phantalin truly looks like. The outer skin is actually nothing more than a natural shell that his formed from protoplasm, hiding the true alien underneath. The Phantalin have no actual body, being composed of only a few physical features, made of protoplasm, like their shells, and various gasses. The only other element that makes them up, the element that gives them their sentience and sets them apart from simple chemicals, is the single eye they possess. This eye, which is the same eye that travels along the eye-track, is not an optical nerve. It is, in actuality, a physical manifestation of psychic energy. The origins of this energy is unknown, though some speculate it may be the remnant of a long-dead species on the Phantalin's home planet.

2. Where are they from and what is it like?

Planet-

The home planet of the Phantalin race is a gas planet, comparable to Jupiter of our solar system, called Anur Phaetos. It floats a great distance from it's star (much like our Pluto), but is not, in fact, cold. This is due to the One-Hundred percent cloud cover and heat-absorbing gasses, in addition to the many volcanoes that lie in what is known as the fifth level.

These levels were formed due to gravity and the density of gasses. Different features exist at different levels, much like in an ocean. The Phantalin exist at level three, where they are able to move about freely in their true form. The outer skin/shell was naturally developed so that they could travel to higher levels without having the various gasses that make them up drift apart due to air-pressure.

Levels-

The first level is nearly void of any visible gasses and it's density is almost exactly the same density as the air on the surface of planet Earth, making it possible to fly through with minimal problems.

Level two is home to various serpent class animals, none of them sentient. Because nearly all animals on the planet are neither herbivores nor carnivores, instead absorbing raw energy from the gasses around them, these creatures are able to grow to monstrous sizes, making them some of the largest non-predators in the universe. Gas density at this level is comparable to that of a medium-sized pond.

Level three, as mentioned above, is home to the Phantalin. Very little light penetrates this deep, which is why the Phantalin are so vulnerable to it. The density of the gasses at this level are comparable to the pressure in the marina trench.

Level four is the most dangerous level the planet has. It is home to the most deadly creature in it's galaxy, and arguably the most deadly creature in existence. The true form of this creature has never been seen, or at least no one who has ever seen it has lived. What is known about it is that it is actually rather small, small enough to fit in a human hand, and that it has no optical capabilities. This is probably because no light reaches the fourth level. Ever. It is highly aggressive, attacking anything it senses, even rocks. Anything stung by it's tail, which rivals the Mikarin in it's hardness, implodes within thirty seconds. It is unknown how this happens, because no one can get close enough to figure it out without getting stung. The density at this level is nearly equal with that of topsoil.

Level five, the level that resides directly above the planet core, is covered in volcanoes. Level five is the only level with solid ground, though it is constantly plagued by earthquakes due to the shifting core of the planet. The density of the ground at this level is that of diamonds.

3. What powers do they have?

Intangibility-

The ability to move through solid objects. They can do this simply by shifting their protoplasm's density so that it simply moves around and in between objects of higher density on a molecular level. This power can be affected by both UV light and certain chemicals, which causes their protoplasm to harden and sometimes dissipates it, and by another of their powers.

Size Changing-

Because they are gaseous, the Phantalin can make themselves shrink and grow. As mentioned above, this affects their intangibility, because changing size affects density. When they make themselves small enough, they are unable to phase through objects and when they become too large they are unable to avoid phasing through everything. Size changes can vary from the height of fifteen feet to that of a pencil.

Invisibility-

This power is made possible by simple density shifting. When they shift their density so that light may pass through them, they become invisible to the naked eye, because no light bounces off of them. This power is also affected by size changing.

Flight-

Another density trick. The natural state of gaseous protoplasm is slightly lighter than air, thus making the Phantalin float. Flight is acquired by making oneself even less dense.

The eye trick-

Making it's eye move around the track on it's body is considered a power, even though it is little more than simply making it move around inside the shell.

Telepathy-

Because a large part of them is psychic energy, they are able to perform simple acts of telepathy, such as telepathic communication. This power is enhanced when the outer skin is removed, making it one of the main forms of attack the Phantalin's true form has, often forcing horrible images into the mind of it's enemy.

Telekinesis-

The psychic energy the Phantalin possess is the basis for this power as well. The way this works is simple manipulation of air-pressure, creating small vacuums that draw objects the size of toasters and the like where the Phantalin desires.

Possession-

This is another psychic-energy based power, in conjunction with the density shifting. Little is known about he inner workings of this power, other than the fact that it combines intangibility, for actually getting to the brain, telekinesis, for manipulation of different brain-centers, and raw psionic power, which allows for direct contact with a person's consciousness.

Manipulation of Outer Skin-

This is really more of a natural ability than anything. By simply shifting the protoplasm of the outer skin, it can be altered to near limitless ends. The only thing that does limit the extent of the alteration is the Phantalin's energy and concentration, which are both required to keep the alterations. When one or both are lost, the outer skin goes back to it's original shape.

4. What is their Culture like?

Ask any scholar about the Phantalin's culture and you will receive one of two answers. The most common response would be "What culture?". The reason for this is the simple fact that the Phantalin are largely independent of one another and, as a result, never developed a real culture. This most likely has to do with the fact that the Phantalin are spared from many natural occurrences that usually cause sentient beings to band together, such as wild beasts, which are not found on the third level, and food shortages, which are a practical impossibility for their race.

Social Structure-

Phantalin have almost no social structure, other than the two rules that guide their lives: "Respect your elders" and "Treat all with kindness and generosity." Simple, but effective. Many believe that these rules were developed by the same person or persons that developed what serves as their religion. Breaking the rules has only one punishment, banishment.

Religion-

The Phantalin have no religion, per say. In it's stead, the Elders often share their knowledge of life and all Phantalin practice a series of meditation techniques that help to focus their psychic energy and reach inner peace. These techniques have been handed down since the start of Phantalin civilization and are only shared with the most trusted of individuals. To be shown these techniques and to be taught them is to be accepted as one of the Phantalin; It is the highest honor one can receive from a Phantalin.

5. What are some Interesting Facts?

The Chill Effect-

Phantalin, like most creatures on their home planet absorb energy from the gasses surrounding them. Because of this, when they become angry and begin to absorb large amounts of energy from the air, the immediate area around them becomes much colder, sometimes dropping as much as One-Hundred and seventy-two degrees Fahrenheit. Even an at ease Phantalin usually causes the temperature to drop one or two degrees.

Scare Tactics-

Phantalin are one of the only effective warriors in the universe that can subdue enemies without using physical force. By simply pulling back their outer skin, they can force images into the minds of their enemies, as long as the enemy continues to look in their eye. The Phantalin themselves can only rarely control what they show those who see their eye without the outer skin covering it, but it usually involves various gruesome methods of their victims' own demise, along with brining forth any fears that had been buried in the victim's own psyche.

Secondary Fighting-

If scare tactics do not stop their foe, Phantalin often rely on their claws and, if enraged, something that is only known as their "Berserker" form. This form has only been witnessed a handful of times and the accounts vary. The Phantalin themselves do not even know much about it, except for the fact that the form is unique for each Phantalin and that it is highly deadly for both themselves and the victim, the Phantalin often losing itself in a temporary madness.

Age-

It is unknown exactly how long a Phantalin is capable of living, as no Phantalin has ever died of natural causes. It is speculated that Phantalin are unable to actually die naturally, but, instead, simply lose the power to hold themselves together, thus having the gasses that make them up drift apart, effectively ending their life. Still, others seem to think that a Phantalin can live forever, provided it's psychic energy does not dissipate. The oldest known Phantalin, Sargon the Wise, is still living today at an age of excess one-thousand years. He reports that he hasn't bothered to keep count after that.

Reproduction-

Phantalin are one of the only species in the universe that are not born with a reproductive system. Very few Phantalin will comment on how they reproduce and the ones who will comment only say 'We continue through love'. The exact meaning of this phrase is unknown.

**End of theory**

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(1)- Ok, I know Combronite do not have any eyes. Really, I do. However, they seem to be able to open and close their eye-holes/sockets as though they were eyes and that area is usually a different colour than the rest of the face anyway. So, forgive my calling them eyes. I have no better word to describe it with.

(2)- Those who try this will get mixed results, I'm sure. I don't have any rivers/bodies of water to test the idea out on.

Well, not much happened this chapter. This, I blame on the Theory. Please review, as always, but try to put some substance in it if you can, k? The "WTF? UPDATE PLZ!" type stuff really doesn't help me any. I appreciate the sentiment behind those kind of comments, I really do, but I truly like to hear what you guys are _thinking_ of the chapters. Ideas, favorite parts, questions, parts you don't like, things you want to see. Those are what I really want in a review. But, if you just can't bring yourself to think that much about it, that's ok too.


	8. Electrocutions, Discoveries, and

Alright, a lovely long chapter. I'm trying to make my chapters successively longer each time.

**BeastBoysBeauty**- Firstly, yes. Meex was indeed being sarcastic. It'll make more sense later, when a bit of her past is revealed. Ben and Gwen didn't realize this, though, hence their running away. Secondly, I agree. Biting into a fish's head is a bit gross. And as for the other questions (in order): Was the robot the Reaper? Well, if you've ever watched 'I Robot', then That…… is the right question. I really can't give an answer to it without revealing to much. A lot of this story is meant to leave you guessing. How did Ben become HeatBlast if the Omnitrix isn't working? I'm afraid that won't be revealed until later, but I have left some clues. How were Ben's wounds healed? That……. Is the right question. Even if things continue to become even more confusing, don't worry. Every last thing that could make you raise an eyebrow in confusion will eventually be answered. What did Gwendolyn do to Daverik? The answer to that is basically what you thought, though a more detailed explanation can be found in the Phantalin Theory at the end of chapter seven. And don't worry, I like long reviews. It's nice to see people so interested.

**DarkArbiter**- Don't worry, I have Kevin scheduled to make an appearance. He even gets a slightly significant role.

**D.D.Z.**- Yeah, I chuckled myself at the catching of the fish part. I toyed with the idea of making a theory for each of the ten aliens, but I'm not really all that interested in some of them enough to write an entire theory about them. That isn't to say I haven't given thought to them (Example: I decided to have the Hounin and the Increnoids come from the same planet), I'm just not as interested in them as I am in the Phantalin. I blame whatever horror abilities I have on the many horror fanfics I've read.

**AirGirl Phantom**- Congratulations, you are the first person to call the part with the fish-biting 'wicked awesome'! You're also the only person to pick up on the instincts bit.

**Overactive Mind**- It's rather hard to say, actually. Seeing as these are visions of madness, he could very well have been on Earth during the pie vision. Or, it might have been the way you said it; I have no idea. For all we know, Dark might not even be real. As for the alcohol, the exploding is the best part! ……………… Or it might be plasma.

**The Human Kaleidoscope**- Glad you enjoyed it.

**Shewhodanceswithdragons**- He must have been one rebellious teenager.

**CodeLyoko**- Oh my, indeed.

**Chapter Eight: Electrocutions, Discoveries, and Plans, Oh My!**

Max just grumbled under his breath in response, praying she didn't decide to play "I Spy" again...

------------------

Garen sighed happily as he rocked back and forth on the swinging bench, watching Gwendolyn and Mertril play chess. Gwendolyn was getting her tail handed to her.

"Here, maybe?" the Phantalin murmured to herself as one of her rooks slid forward, uncertainty in her voice. Halfway to it's destination, it stopped and slid back to it's original spot as Gwendolyn changed her mind.

"Oh, come on, already!" Mertril exclaimed impatiently, throwing her blue-gray hands in the air. "Dora's on in a couple minutes!"

"I'm old, kiddo." Gwendolyn replied, moving a knight to take one of Mertril's pawns. "I'm allowed to be slow." Mertril didn't respond, other than muttering 'finally' under her breath and sliding her queen to take out Gwendolyn's knight. Gwendolyn made a small sound of surprise, staring in disbelief.

"Checkmate, mom." Mertril crossed her arms, rather proud of herself. Garen hid his chuckle behind his hand. Gwendolyn pointed an accusing claw at him.

"I blame _you_." she poked him in mock-anger, before turning back to her child and ruffling her hair, which Mertril had fashioned after her television hero, Dora the Explorer.

"You win again." she sighed. "But I'll get you one of these days, wait and see." She made a shooing motion. "Now go, watch your Dora show." Mertril, needing no further encouragement, quickly turned and flew from the room, the sound of the show's theme song making itself known seconds later.

Smiling fondly, Garen stood up and began to help Gwendolyn put away the chess set.

"How such a smart girl can like a children's program is beyond me." he shook his head, the smile not leaving his face.

"Well, she _is_ still a child." Gwendolyn pointed out. "Why wouldn't she like kid's shows?"

"I dunno." Garen shrugged, placing the lid on the chess box. "I was into popular mechanics when I was her age, myself." Gwendolyn thought for a moment.

"I think I was still on Anur Phaetos at her age." TV didn't exist on her home planet. Actually, technology as a whole was pretty non-existent on her home planet.

Garen opened his mouth to reply, but was cut of by an excited cry from inside.

"Donde esta la agua!" (1) Mertril proudly displayed her growing Spanish-speaking skills to the TV. Dora could be heard saying 'very good!' a few seconds later. Garen shook his head.

"She gets more and more like you every day." he laughed. Gwendolyn gave the equivalent of a smirk.

"You mean intelligent, beautiful, and charming?" She floated around behind him, wrapping her arms around his neck and shoulders. Garen smirked back at her.

"I was going to say 'loud', but yours works too." he teased. Gwendolyn punched him lightly on the arm.

"A real Hemmingway, that's what you are." Garen chuckled at this. He took her hand and kissed the top of it.

"He was a writer, Gwendy." he corrected her gently; she wasn't as big on Earth history as he was, but he didn't care; He found it cute how she would occasionally mix up her historical figures.

"Oh." her eye scrunched up in confusion as she wracked her brain. "What about that bald Canadian guy on TV?"

"Colin Mochrie?"

"Yeah, you're a real Mochrie." she giggled.

"Don't you mean 'mockery'?" he joked. They both laughed at that one.

Suddenly, a horrible pain shot through Garen's body, causing him to fall to his knees. Everything around him instantly dissolved as he was awakened from his dream by a psionic scream.

--------------------------------

Torgon paused as he stepped back out of the RV, glancing around. He was ticked. His gill cover had leaked to the point that it needed to be replaced immediately, lest he start to suffocate. It was rather frustrating, as he was less than a day behind that wretched Meexyairna, but was being forced to put the chase on hold. He growled in his throat, pulling a com out of his tunic and flipping it on. A very familiar Combronite picked up.

"Daverik, I need evac, now. 'Port me up." Daverik nodded, his eyes on something Torgon couldn't see.

A few moments later, he disappeared in a beam of blue light.

-----------------

"SHUT IT, ALREADY!" Daverik slammed the yellow button on his remote, sending waves of electricity coursing through the 'cage'. Gwendolyn's skin smoked something horrible as she was zapped. She fell to the floor, seething with anger, pain, and humiliation.

"When I get out of here..." she growled. 'Here' was, to put it simply, a shield-box. That is to say, a cube made completely from shields, which were generated by an array of six SGs (2), one for each wall of the cube. And, in addition to that, Daverik had gone through the trouble of setting up a wireless shock device that would electrocute Gwendolyn whenever he pressed the button. But wait, that's not all! To insure that Gwendolyn could not simply phase through the shields, good 'ole flame-head had modified the generators with a RDA, or 'Random Density Altercator', which kept the shields constantly shifting in density. He had obviously had this planned out long ago; Gwendolyn was effectively stuck.

"That won't be happening." Daverik sneered, turning away from her to punch some commands in his computer.

"What are you-" she was cut off as Daverik shocked her again, almost casually.

"Tsk, tsk." He waggled a finger at her. "Didn't I just tell you to stop speaking?" he fingered the remote, using a chiding tone. Gwendolyn glared, but said nothing, instead focusing on re-forming her arm, which had melted into a gray puddle.

"However," Daverik continued. "There's no harm in telling you, I suppose." He grinned, punching in a few more commands. "I've invited an old friend up to play." At that moment, a teleported beam appeared, disappearing a moment later, leaving someone that Gwendolyn didn't want to see in it's place.

"Why, what a pleasant surprise." Torgon smiled his sinister, toothy smile. "It's so nice to see you again, 'mom'."

--------------------------

"Meex!" Max called back to the alien, urgency in his voice. "I've found something!" Meexyairna wasted no time rushing over to the small cave Max was standing outside of.

"What?" She peered into the mouth of the cave. "What is it?" Max held up a charred lump of cloth. "Uhh... You called me up here for _litter_?"

"No," Max unfolded the little ball, showing that it had once been a shirt. "I think this is some of Ben's clothing." He then pointed to a dark spot on the ground. "And, if I'm not mistaken, that's blood." He knelt and swiped some up with his finger, examining it. "They must have met up with the angry owner of the cave when they tried to use it as shelter. Most likely, a brown bear." Meex didn't seem to be paying attention.

"I'm gonna have to disagree with the brown bear theory, Max."

"Why?" Max stood up, raising an eyebrow at her.

"Because," the Mikarin placed her hands on her hips. "Bears aren't known for their landscaping." She motioned with her head to left, where a tree lay on it's side next to its five-foot-two high stump.

Looking around, Max realized for the first time that they were surrounded by felled trees and the ground was pockmarked with laser blasts.

------------------------------

"Security, this is Garen." the grayish-brown alien spoke into his com as he, on the shoulder of Veltran, went down the halls at top speed. "Gwendolyn's gone missing, and I have reason to believe it wasn't of her own accord." He paused to grip Veltran's fur tighter as the Hounin skidded around a corner. "It want this station on lock-down, no one goes in or out until we find her."

Veltran let out a few growls.

"Oh, good idea." Garen agreed, before speaking into the com again. "And I want an armed squad of no less than five of your best men to meet Veltran and I at the power station; I'll explain when I get there." With that, Garen flipped the com closed.

A moment later, the intercom crackled to life.

"**All personnel, please halt all activities and make your way to your quarters in an orderly fashion. This is a code Purple. Repeat, This is a code Purple. Please make your way to your quarters in an orderly fashion. Anyone with information regarding the whereabouts of the Assistant Head Researcher, please contact security via your hand com.**"

--------------------------------

"Hey, Ben." Gwen looked over her should just in time to see Ben raise his eyes from the ground.

"What?" his voice and face betrayed his fatigue.

"I was just thinking," The red-head slowed down so that she was walking alongside her cousin, rather than in front of him. "What are we gonna do?"

"What do you mean?" Ben cocked his head to the side.

"Like, when we get out of this forest." she elaborated, motioning to the trees around them. "What are we gonna do? Go back home?"

"I…." Ben looked back to the ground, biting his lip. "I'm not sure; I hadn't really thought about it." he admitted. "But, we can't go back home."

"I was afraid you'd say that." Gwen sighed in understanding. "Our parents would never believe us."

"And we'd be sitting ducks for Grand-" his voice cracked. "Max." Somehow, calling him by his actual name made it seem less painful, if only just slightly.

"So we…… I dunno, find some heavily populated city to hide out in?" Gwen offered, her voice unsure.

"For how long, though?" Ben pointed out. "We've only got about a week's worth of food and no money." He rummaged through his pockets. "Well, minus five bucks and a coupon for pudding."

"And no one would hire kids our age." Gwen slumped. This was starting to sound hopeless.

"Except maybe a traveling circus…." Ben mused. They both looked at each other for a moment.

"No way." they agreed simultaneously. Not after what happened the last time they visited the circus.

"Besides," Ben continued. "They're probably gonna have every cop in the country after us."

"The country?" Gwen gave him a disbelieving look. "Isn't that just a bit of an exaggeration? We're only two kids."

"I don't know…." her cousin rubbed his chin. "Gra- Max has more connections than he lets on. He might even be able to get the FBI after us, since he used to be a plumber."

"Great." Gwen groaned. "As if cops and aliens aren't enough. How do we avoid the _FBI_?"

"I'm not sure we can…." Ben was deep in thought. "At least….. Ben and Gwen can't….." His eyes lit up as inspiration struck.

"But what if we weren't Ben and Gwen!" the red-head exclaimed, quickly hopping aboard Ben's train of thought.

"Exactly! We get some hair-dye…" he gestured wildly.

"And some of those contacts that change the colour of your eyes!" Gwen added, smiling. This was starting to get exciting.

"Yeah! And we cut our hair, change our names, and………" Ben trailed. "And…. Then what?" Gwen fell silent. Neither one said anything for a few moments.

"Why don't we just worry about that when we get to it?" She offered, having come up with no other ideas.

"Yeah…… good plan." Ben agreed, focusing his eyes upon the ground in front of them.

---------------------

"What is it yer lookin' fer, exactly?" Commander Morrigan peered over Veltran's shoulder at the conduit. The Hounin ignored him.

"We're trying to trace the power distribution in each room and get an idea of which ones are using more than absolutely necessary." Garen answered, not looking up from his own terminal.

"And yer doin' that because?" the commander was a soldier, not a scientist.

"In order for someone to detain Gwendolyn," Garen spoke as though he were explaining it to a child. "They would need to surround her with a force field of some kind. And force fields suck up a lot of power."

"Oh, Ah got ya now." Morrigan nodded, sliding up his mask to itch his forehead. "Yer gonna see which rooms are suckin' up a lot a power, cause that's where the force fields would havta be."

"Exactly." Garen confirmed as Veltran's conduit pinged. Garen quickly hopped over and examined the screen. "Paydirt."

-----------------

"A code Purple?" Daverik murmured to himself as he walked to the door. "How did they know?"

"What's a code Purple?" Torgon asked, replacing his gill-cover.

"It means that someone's been kidnapped." Gwendolyn stated smugly. "It means they're coming for you, right now."

"Oh, put a cork in it." Daverik pressed the yellow button. Gwendolyn cried out in pain once again as thousands of volts flooded her body.

"Ooo!" Torgon eyed the remote in the Combronite's hand. "Neat little toy you've got there."

"You can play with it later, Torgon." Daverik promised. "For now, just give me a hand." he gestured to a black box on a table. Torgon walked over and helped him lift it, surprised by it's weight.

"What's in this thing?" he complained.

"A little surprise for the security team." Daverik answered vaguely. "Put it by the door."

-----------------------------

"Okay, on mah count." Morrigan ordered the four-armed Gypin, who was positioned to punch open the door.

"One….." the Gypin cracked his knuckles as the Repromag began his count. _Garen…_

"Two….." Everyone tensed, ready to charge in the moment the door fell. The Gypin shifted into an attack stance. _GAREN!_

"Thr-"

"STOP!" Garen yelled, clutching his head. The Gypin, his arm halfway to the door, froze.

"What in tarnation is it?" Morrigan whispered angrily, hoping Garen's shout hadn't alerted whoever was inside to their position.

"The door…." Garen's voice was strained as he let go of his head. "The door is rigged."

"What?" the commander peered at the door. "What makes you say that?"

"Let's just say," the Binarai shook his head. "That a little ghostey told me." Morrigan gave him a flat stare. "Look for yourself if you don't believe me!"

Morrigan looked back to the door, shifting into thermal vision. He took a step back in surprise. The door was so hot, he was amazed it wasn't glowing.

"Electrical currents?" he mused.

"Most likely." Garen agreed. "Whoever touches that door, and anyone within five feet of him, will be fried to a crisp."

"Well, Ah'll be….." Morrigan looked at the slightly unnerved Gypin as everyone took a step away from him. "What do ya suggest we do?" Garen frowned in thought.

"We…… give him what he wants."

-----------------------

"My my," Daverik remarked. "Your security team is taking longer than expected."

"It's a big station." Gwendolyn argued, receiving another shock for speaking.

"Wait….." Torgon interrupted, ear-hole to the wall. "I hear someone coming. A lot of someones."

"Good," Daverik smiled maliciously. "It's about time." he held up three fingers, silently counting down. As his last finger went down, right on cue, the door erupted with electricity, screams accompanying it. It was a satisfying sound. After a moment, the electricity dispersed and the door began to cool down.

"Not the brightest group." Torgon commented. "You think they would have checked for booby-traps."

"That's probably what they were doing when they touched the door, genius." Daverik snorted, kicking the electro-battery out of the way and opening the door.

"SURPRISE!" Daverik suddenly found himself with a bucket of water on his head.

"Gah!" he tumbled backwards, trying to pry the bucket off. Torgon jumped up, slamming a punch into the red-skinned Gypin as it came through the door. It stumbled back a step and Torgon pulled back his arm for another punch, only to be kicked back by a Repromag.

By this time, Daverik had pried the bucket off his head and had gotten to his feet, staring down Veltran and Garen.

"Daverik?" Garen growled, surprised while not being surprised in the least. It made sense, after all. If anyone were to kidnap Gwendolyn, it would be Daverik. "Why am I not surprised?"

"Aw, don't be that way." the Combronite mocked him, before turning serious. "I've been waiting a long time to beat you down, Garen." he cracked his knuckles.

"The feeling is mutual." the Binarai assured him. Veltran let out a loud roar, ready to charge. However, it was cut short as Morrigan went flying right by them, slamming into Daverik and knocking them both into Gwendolyn's cage. Less than a second later, the Gypin went flying as well, landing on them both.

Surprised, Garen turned in time to see Torgon knock out the last of the security team by the door.

"Torgon?" Garen gasped. Torgon turned to him and gave him a mock-salute, grinning his manic grin.

"Later, pops." and with that, Torgon was gone through the door, moving at speeds rivaling a Repromag.

------------------------

"This is interesting." Max commented, poking the metal. "It looks like something metal, a robot maybe, was partially melted."

"Only partially?" Meex inquired, examining another 'puddle'.

"If a robot were fully melted, there would be a lot more metal lying around." he picked up the clump. "It would be far more discolored, too." Meex shrugged.

"Either way," she said offhandedly. "It looks to me like Ben went Combronite and blasted whatever it was to smithereens."

"I'm not so sure…." Max took a look around. "Whenever Ben goes HeatBlast, he's usually more…… destructive." the ex-agent pointed to a burnt spot on the ground. "Aside from that spot, which is probably where whatever got blasted was standing, there isn't a trace of fire-damage."

"Your point?"

"Usually, HeatBlast scorches the ground simply by standing on it. It doesn't seem like Ben to only hit the target without any damage to the surrounding area, especially in a forest; last time he went HeatBlast in one, he set the whole place ablaze."

"So…" Meex scratched her head. "What are you saying?"

"I'm not sure." Max admitted. "But, I know that something is wrong."

-----------------------

"How about here?" Gwen surveyed the clearing. "It seems like a decent spot."

"No." Ben continued walking, bypassing the potential camping spot completely. "We keep going." his speech slurred slightly.

"What?" Gwen blinked, annoyance creeping into her voice. "Why can't we stop and make camp here?"

"Bad spot." Ben stumbled for a moment, then regained his balance with the help of a tree. "Too open….."

"Too open?" the red-head echoed, confused.

"If that robot comes back……." Ben left the sentence at that, not feeling like he had enough energy to finish.

"Ben?" his cousin finally noticed his growing weariness. He had stopped moving altogether, leaning against a tree for support. He was all but sleeping while standing up. "Are you okay?"

"Mmm." he couldn't muster up the willpower to open his mouth to respond. His stomach emitted a huge growl. Which made sense, seeing as he hadn't eaten since that morning, just before they'd left the cave. He hadn't eaten any lunch, due to the fish incident, and it was well past dinner.

"Oh, you must be starving!" Gwen realized. He simply didn't have anything in his system, thus making him tired. Unlike Gwen who, while she wasn't exactly bright-eyed and bushy-tailed, was much more awake. She pulled off her backpack and rummaged through it as Ben allowed himself to slide to the ground.

"Here." she held out a cooked fish she had wrapped up in a bit of plastic-wrap she had in her bag (3). "It's not exactly warm anymore, but it's chock-full of protein." Ben took it wordlessly, too tired to complain, and gobbled it down with amazing speed for someone who was barely moving.

After a few minutes of silence, some of the life returned to Ben's face.

"Thanks." he mumbled, standing up. "Let's pitch camp here."

"But," Gwen raised an eyebrow. "I thought it was 'too open'?"

"The clearing, yeah." Ben looked up. "The trees, no."

"The trees?" Gwen moaned in disbelief. "Why the trees?"

"Do you really want to be attacked by a bear in the middle of the night?" Gwen sighed in defeat, pulling a rope from her back-pack.

"I hate camping……."

---------------------------------

(1)- "Where is the water?" I apologize to anyone who speaks Spanish, as I'm probably butchering the language.

(2)- Shield Generators

(3)- Most likely the remnant of some long-gone sandwich.

For those of you wondering how Daverik got Gwendolyn in the cage, you'll find out next chapter.

Ok, another chapter down. I enjoyed writing Garen's dream. Please review. And speaking of such, I thought I'd mention that the reviews of last chapter were all very nice.


	9. Musings and Old Problems

A new chapter. Hooray for…….. Something……….

Anyway review time.

**Uber Spoonz**- An update. Please refrain from shooting someone. I'm hoping to at least get twenty chapters outta this fic. Ultra-Violent light isn't a pun, despite what it sounds like.

**GatoGirl1**- The dream really was nothing more than my attempting to poke a little bit at Garen's crush on Gwendolyn. But, still, it was fun to write. As for the theory, it really was an information dump. Sort of like a story aid, really. If you don't read it, you can understand the fic perfectly well (or at least you won't be even _more_ confused), but if you do read it, you'll pick up on little things you might not have noticed before. I do intend to make use of much of the info in there, though. Sargon the Wise is planned to make an appearance in the story, for example. And, I will be bringing much of the information from the theory back into the story when it becomes important, so it won't be a pile of fact as much as a guide to what's going on with Gwendolyn. A hint for what Torgon is: Gwendolyn and Garen make weapons, some of them bio-weapons. Torgon called them 'mom' and 'pops'. As for the other alien characters, look below for a little guide to which character is what species. Next on the agenda, I remember Animorphs, though I was never a big fan of it. I think I saw about one episode of the TV show and made it about halfway through one of the books. The name sounds familiar. It brings to mind some sort of blue man-deer with no nose and two wiggly antennae. Me, hint at a connection between Ben's cousin and the Phantalin assistant to Garen? Where would you get an idea like that:innocent face: Harry Potter? I read the first four books, but lost interest after that.

**D.D.Z.**- Yeah, little Mertril is just so cute.

**Death's Pet Fox**- Well, no one is perfect.

**AirGirl Phantom**- Torgon appeared in chapter two, three and, I believe, five. Wicked was big around here a few years back, but it died out.

**Overactive Mind**- Sorry, the dream is just a dream.

**CodeLyoko**- Wait no more! Read, Read!

**Sorrowful-Ragdoll**- No, they have no children. Twas just a dream. Torgon is……. Complicated. Very complicated.

**Shewhodanceswithdragons**- Um……. Yeah.

Guess what, peoples? Due to several comments and a bit of common sense, I'm a-gonna make a little list here of all the alien characters I have thus far put in the story and their race, as well as their role in the story thus far. Here we go:

Garen- Binarai (Gray Matter)- Heard Researcher on Mertak Station

Gwendolyn- Phantalin (Ghostfreak)- Garen's Assistant

Daverik- Combronite (HeatBlast)- Researcher on project 'Omni', turncoat

Morrigan- Repromag (XLR8)- Commander of the security on Mertak station

Takin- Tophgler (RipJaws)- Researcher on project 'Omni', specialization: Bio-weaponry

Glint- Increnoid (Stinkfly)- Researcher on project 'Omni', specialization: Computers

Miskin- Repromag (XLR8)- Researcher on project 'Omni', specialization: Robotics

? - Gypin (FourArms)- The Gypin who was gonna punch down the door, serves under Commander Morrigan

Torgon- Torgon (Species is unique to Torgon, his origins will be revealed later)- Psychotic bad guy

Veltran- Hounin (Wildmutt)- Janitor and mechanic. If he can't fix it, it ain't broken.

Meexyairna- Mikarin (Diamondhead)- Field agent, working under Garen to retrieve the weapon.

Mertril- Apparently a cross between a Binarai and a Phantalin- non-existent. Sorry, folks, it was only a dream, not a flashback-thing.

Kinda funny. I just realized that there are a few shippers among my readers. If I forgot to mention a character, please inform me of it.

On a similar note, many of you are saying how it is hard to tell which species certain characters are. Veltran and Morrigan, I believe, were the most mentioned. Well, now you know. And, if you forget, just look for the clues. I leave plenty of 'em. (Morrigan having thermal vision being one, Veltran using growls for speech being another)

**Chapter Nine: Musings and Old Problems**

"I hate camping..."

---------------------------

Oh yes, she hated it. Gwendolyn Amelia Tennyson (1) was a girl who liked her technology. Cell-phone, laptop computer, wireless internet connection, and fast food were things she once came into contact with on a daily basis. Enter camping.

When camping, the basic idea is to, as the cliché goes, rough it. You have no phone, which doesn't matter since the woods lack cell-towers. There are no power outlets to plug your laptop into, which means no internet, either. And fast food? As if. Instead, Gwen was getting to eat the local flora and, if she were 'lucky', some of the local fauna, as well.

And have you ever tried to sleep in a tree? It's not actually too bad, if you simply ignore a few things. Things like the tree bark... And the bugs... And the fact that you can't roll over or you'll fall fifteen feet, hit another branch, and then fall another five.

Oh yeah, camping rocks.

Then, throw in a killer robot, a psycho alien who wants to kill you, your Grandfather-turned-enemy chasing you, and the fact that you're positive that is something happening to your cousin while he acts oblivious to it, you'd have a nice idea of how Gwen was feeling as she sat in the tree, taking the night's first watch.

"This is the worst summer ever." she muttered, banging her head against the tree to keep herself awake. They had agree to take turns staying up to watch out for the scythe-wielding robot. Well, in Ben's exact, half-conscious words, moments before he had drifted off, they were keeping watch for "Cap'n Swizzle-Stick", but Gwen got the idea.

And speaking of Ben, what was going on with him, anyway? _He_ said he was fine, that nothing was wrong. Yeah, right. You don't go around acting the way he was without something being off.

'He bit into a live fish...' she mentally compiled a list of Ben's recent odd behaviors, trying to approach them each logically. 'I know he didn't do just because he was hungry.' she added sarcastically. To tell the truth, though, both she and Ben were a bit freaked out by the whole thing, Ben probably more so than her. Then again, who wouldn't be a little freaked out after biting into a living creature, with absolutely no inclination as to why? It was almost... Primal. Like some sort of monster...

'Ok, moving away from that topic.' She did **not** want to start thinking about things that go bump in the night right now. 'Ben's been acting really smart... Wow, never thought I'd think that.' It was, however, rather true. As of late, the boy was acting like an expert at camping-slash-avoiding capture by grandparent. Not only that, but he'd seemingly become a tactical genius. All afternoon, he'd been sharing plans upon plans upon contingency plans with her. It was like a switch had been flipped in Ben's head and he was suddenly smart. But, at the same time, the switch would flip itself back off at the drop of a hat, for no apparent reason. Ben would be in the middle a discussing a plan, then stop right in the middle of a sentence, completely forgetting what he was talking about, only to continue a few moments later, as though nothing had happened.

And speaking of flipped switches, what was up with the Omnitrix? As though someone had hit the off button, the alien watch had ceased functioning. 'I mean, the stupid thing has always had a mind of it's own, but this is just ridiculous.' It was like it has sensed their desperate need of it's help and had decided to refuse them. Yet, at the same time, it _had_ come through when that robot had nearly killed her. Ben had become HeatBlast and saved her... Right? She was barely conscious at the time, but she could have sworn she hadn't heard the Omnitrix beep or seen the flash for the transformation or the regression back into Ben. Come to think of it, she hadn't seen HeatBlast at all...

Just like she hadn't seen Ben's injuries, or her own for that matter, heal. Ben refused to think about the how or why of it, claiming it would jinx the whole thing, but she was curious. After all, it simply wasn't a physical possibility for cuts and gashes and bruises to heal so quickly and leave no trace. She had been fairly certain that at least half of Ben's injuries would scar, but not a mark was left on either of them. She tried to recall anything that might hint at how it had happened, but could remember nothing after she'd kissed Ben's forehead.

And where, exactly, had that come from, anyway? It was a well-known fact that the cousins had always been enemies and, if not for the events of this summer, they always would be. Neither had ever shown much affection towards the other and the few moments that they did have where they weren't teasing or annoying each other were few and far between. Perhaps it was simply her need to soothe her own emotional turmoil. 'Yeah, that sounds good.' After all, she had always latched onto other people when in duress. During this summer, she had gone to her grandfather when she needed to calm down. Of course, that was out the window now, since- '**No.** Not gonna think about that.'

Still, it did strike her as odd how she was being so protective of the brown-haired boy. She was practically sick with worry half the time, giving her the feeling of an over-protective parent. It was like her entire goal in life had become nothing more than keeping him from harm. Anyone who dared to try and harm him would face her wrath and she would wreak her divine retribution upon them. 'Great.' she mentally chuckled. 'Now I sound like some sort of death angel.'

Shaking her head, Gwen looked down at her watch. The glowing numbers told her that it was two-thirty in the morning, well into Ben's shift. Glancing over at his sleeping form, she decided to give him a few more minutes. For some reason, she didn't feel so tired anymore.

--------------------------

"Gwendy! Stay with me, Gwendy!" Garen was trying, unsuccessfully to keep Gwendolyn in the realm of the conscious. Her body had sustained major damage and she was starting to slip into a healing trance. While this sounds like a good thing, Garen knew that many Phantalin never awoke from them.

"Um, sir?" Morrigan was nervously shifting from foot to foot as he watched Gwendolyn's prone form on the table, the only thing indicating her consciousness being her slowly-closing eye.

"It can wait!" Garen snarled at the Repromag, not bothering to look at him. The cyborg-lizard was taken slightly aback, but said nothing more. "Gwendy Wake UP!"

'Garen...' Gwendolyn's voice appeared weakly in the Binarai's mind. 'The trance... Remember the trance...' With that, her eye closed.

------------------

"No one comes in." Garen reiterated. "And I mean no one." His tone told that he was dead serious. "An interruption could be fatal for the both of us." Commander Morrigan saluted, standing at perfect attention.

"Yes, Sir!" He barked quietly. "Not a soul shall interfere."

"Good." The Binarai turned and entered Gwendolyn's room, the door sliding shut behind him.

Garen sat in the lotus position, his eyes closed. He breathed slowly and evenly, trying to find the perfect rhythm. This was only the third time he'd attempted this and it was the first time he'd tried it without the guidance of his assistant. At first, he'd been hesitant to try the 'religious mumbo-jumbo', as he'd called it, but, when he had, he became hooked.

It was something that had to be experienced to be believed, the strange meditation was. It was invigorating, yet calming. It cleared the mind, yet brought up a thousand questions. It constricted the senses, yet freed them completely. Garen wasn't completely sure how he'd survived before Gwendolyn had shown it to him.

When Garen reopened his eyes, he found himself standing in a dark room, devoid of any objects, save two chairs.

"Hmm..." he thought aloud as he sat down. "It was a lot brighter in here last time."

"Last time, I wasn't in a healing trance." Gwendolyn's voice filled the room as she materialized. Her appearance was... Different, to say the least. She was the size and shape of a female Binarai, but seemed to be made of smoke, with an almost complete lack of physical features, save her glowing green eyes.(2) This change was due to the fact that in a mindscape, one views everyone else as they perceive them in their mind. Garen saw himself as himself, but saw Gwendolyn as he thought of her and vice versa.

"You are going to be ok." Garen assured her. "... right?" Some unease crept into his voice.

"Yes, I'll be fine in about a day, don't you worry." She waved off his concern. "But that's not important right now."

"You're right." he nodded. "We have a lot to discuss."

------------------------

"Meex?" Agent Tennyson fell into a low crouch, listening for the crystalline alien.

"Yeah?" she appeared next to him, whispering as well.

"You have any idea what that thing was?" he motioned in the direction the black robot had traveled.

"Well, if I had to guess..." Meexyairna rubbed her chin, trying not to make any sound as rock rubbed against rock. "I'd say it looked like an old DB-1217 series hunter-killer."

"A hunter-killer?" Max's eyes went wide. "Are you sure?"

"Not entirely." she admitted. "But it certainly looked like one. Acted like one, too." her eyes narrowed. "All black, moving at night..."

"And that scythe didn't look very friendly, either." The elderly plumber added.

"But it doesn't make sense." Meex continued. "That entire series was decommissioned years ago." She stood up. If that thing was after them, it would have killed them already.

"Think your old boss might have dug one up?" Max offered, standing up as well.

"No way." She shook her head. "Even if Vilgax found one, he'd never manage to break the locks on it. The only people able to do that are the ones who made it and only three of them are still alive."

"Well, _someone_ had to have activated it." Meex had nothing to say to that.

"I need to call my superiors."

------------------

"Ben!" Gwen whispered frantically, shaking her cousin in an attempt to rouse him. He failed to respond, remaining motionless. She had been trying to awaken him for the past few minutes, when she decided that it was time for his shift. When he didn't wake up, she became a bit worried. By now, she was getting frantic. The falling trees in the distance weren't helping, either……

---------------

"And the next thing I know," Gwendolyn continued, her smoky body shifting about as she spoke. "He's got a UV gun in my face." Garen winced.

"Ouch."

"Yeah, really."

"So that's when he put you in that cage?" the Binarai questioned.

"No," she corrected. "That's when I pulled back my skin and gave him a dose of liquid insanity." Garen shot up from his seat.

"You didn't!" he was shocked.

"I had to." Gwendolyn shook her head. "It was do it or die."

"Ok, ok." Garen sat back down, waving his hand in front of him. "So, how did he get you in that cage, then?" Gwendolyn looked away, mumbling incoherently.

"Uh, run that by me again?" the Phantalin looked at him this time.

"I said…….." she hesitated.

"What, how'd he do it?" Garen pressed.

"I DID IT MYSELF, ALRIGHT!" She yelled embarrassedly, before turning and huffing.

"You…… did it to yourself?" Garen repeated slowly, taking it in. "……… Um, how?"

"It wasn't my fault!" Gwendolyn got up and started pacing hurriedly. "The button was really, _really_ big and shiny!" She paused in her pacing, overtaken by the memory of the button. Garen cracked a smile.

"Shiny, huh?" He was barely holding in his laughter.

"I couldn't help it!" The ghostly researcher defended herself.

"One of the most brilliant minds this side of the universe," Garen started to chuckle. "And you get defeated by the power of '_Shiny_'?" He broke down at that, falling from his chair laughing. Gwendolyn was not amused. She walked over and picked up her boss by his shoulders.

"Stop that." And, just like that, he did.

"What was he doing?" Garen questioned suddenly.

"Not sure." She admitted, putting him down. "I was trying to find that out when I found the button."

"Well, don't worry about it." Garen comforted her. "We'll figure it out eventually. Though, Daverik is still unconscious."

"Hey," Gwendolyn realized something. "Did you manage to catch Torgon?"

"Unfortunately," Garen sulked in his chair. "No. He's gotten even faster than we engineered him to be."

"Darn." Gwendolyn snapped her fingers. "We could've gotten Garrison to tell us what Torgon was doing here."

"Yeah, and maybe-" Garen was cut off as a loud beeping echoed throughout the room.

"I think you've got a call, Gare." She stood.

"Yeah, guess so." He rubbed his temples. "See you on the outside?" Gwendolyn smiled.

"We'll see."

------------------------

"No." Garen flat out denied reality. It was just too much to deal with right now. Could they never catch a break?

"Sorry, Garen, it's true." Meex smiled wearily. "We've got an old 1217 hunter-killer on our hands. We were hoping you knew something about it, since you, the ghost, and Flame-boy were on the design team."

"No, we don't-" Garen froze, gritting his teeth. "Maintain a safe distance from it, I'll see what I can do about it."

"Any idea what it's doing down here?" Max cut in, peering over Meex's shoulders.

"You aren't going to like it……."

----------------

Garen flipped the com closed, opening the door to exit Gwendolyn's room.

"Sir!" Commander Morrigan saluted him. "Communiqué from the Main Hub fer yew, sir!" He held out a small electronic notepad.

"Thanks." Garen took it, glancing over the text. He nearly dropped the pad in shock.

"Bad news, sir?" Morrigan questioned. The Binarai was silent for a moment.

"Commander, how much can you carry?" Garen's face was blank.

"'Scuse me?" Morrigan cocked his head to the side.

"How much can you carry?" he repeated.

"Well, Ah don't like ta brag, but-"

"Good." Garen cut him off. "I want you to go to the cafeteria and bring back as much food as you can carry for when Gwendolyn wakes up." He pulled out his hand-com and punched in a command.

"Yes, Sir!" Morrigan saluted again, ready to speed off.

"And one more thing." Garen started to fade in a teleporter beam.

"Sir?"

"She hates jello."

----------------

Gwen ran as fast as she possibly could, Ben in her arms once again. If she wasn't so busy trying to distance them from the sounds of falling trees, which were growing ever-closer, she would probably be complaining about how she always seemed to end up carting her cousin around in this forest. As it was, she was marveling at how she was able to be sprinting like this while carrying someone who probably weighed the same, if not more, as she did without feeling the least bit fatigued. Not to mention that it was about three in the morning and she hadn't slept the entire night.

"Fear and adrenaline are wonderful things." she decided.

------------------------

"Talk to me, Takin." Garen stepped from the teleporter pad, walking to his computer as the Tophgler fell into step next to him.

"The Reaper is drawing even more energy from Ben than before, sir." By now, the entire team knew that the reaper had been activated and that it was the cause for Ben's condition. "His vitals are down to twenty-three percent."

"Options for stabilization?"

"None." Takin paused. "Well, none we can perform from up here."

"Explain."

"Since we can't stop the Reaper once it's been activated, we can't do anything up from up here." She rubbed her chin. "However, if we could inject Ben with a phys. Stim. (3), we might be able to stabilize him."

"It's only a temporary solution." Garen sat in his chair, rapidly bringing up several schematics of some sort of bio-weapon. "But, it might give Ben's body enough time to compensate for the energy drain of the Reaper and balance it out."

"There is the problem of finding Ben, sir." the Tophgler pointed out.

"Don't worry about that," Garen pulled up a formula for a chemical. "I've got a way to find him."

"How?" her bright blue eyes blinked.

"Don't worry about that, just bring me some of this," he pointed to the formula. "And tell Veltran to meet me in the supply room."

-----------------------

"Yeah, Garen?" Meex spoke as she opened her communicator, holding up a hand to signal for Max to stop moving.

"Are you still near the hunter-killer?" He asked, not noticing the sound of falling trees all around his agent.

"Yeah," Meex winced as another tree hit the ground. "Pretty sure."

"Why?" Max once again appeared over the Mikarin's shoulder.

"I'm coming down."

--------------------

Takin surveyed the jungle of a room, trying not to trip over any of the half-built machines littering the ground as she tentatively stepped inside.

"Vel, you in here?" she called out, slightly intimidated by the fact that she was in his room. Hounin, by nature, are very, _very_ territorial. And, even if Veltran was the sweetest, kindest, nicest, cutest………. Um, what was she thinking about again?

Takin let out a small "Eeep" as Veltran dropped from, seemingly, the ceiling, right in her path. He growled a few times.

"Don't scare me like that!" The Tophgler scolded him, waggling a claw at him. He offered a growled apology.

"Well, it's ok." She relented. More growls. "Oh, right. Garen wants you to meet him over at the supply room."

The Hounin shook his head, growling again.

"I think he wants you to go down to Earth with him to track down Ben." Takin shifted uneasily at the thought. Veltran nodded, grabbing his cap from the floor and starting towards the door.

"V-Vel." Takin reached out, unsure, and placed her paw on his shoulder. He stopped and turned to her, head cocked to the side. "Just…… be careful, ok?" Veltran gave a big smile, flashing the peace sign, before licking the side of her face.

As he left, Takin could do little more than bring a hand up to her cheek and blush.

----------------------

It was dark again………. He knew where he was instantly……… This dream was getting old fast……. The test tubes…… the voices…… the doorway……. All the same as before, if not slightly clearer………. And then the monster………. It was white…….. Just like the room…….. It had no eyes………….. No mouth………….. No nose………. No limbs…….. It was a simple white blob………. And it was the scariest thing he'd ever seen………. It came closer……… he could feel it press up against his tiny body……… he tried to step back…… tried to run away…….. He couldn't move……. He wasn't even sure he had any legs, as strange as that sounds…… and then the burning pain……… it felt like his skin was melting………. Images……… no…….. memories……. They weren't his…….. The monster's, maybe?…………. And then it all turned black…….

---------------------

"G-Gwen?" Ben slowly opened his eyes, his voice barely audible. Gwen let out a gasp and scurried over to his side.

"Ben! About time you woke up!" Her words were angry, but her face told a different story. "I had to lug your butt halfway across the stupid forest again!"

"Sorry about that." Ben smiled wearily. "It wasn't really on purpose." He glanced about from his spot on the floor. "Why are we in another cave?" Gwen rubbed the back of her neck.

"Well, you know, killer robot." she rolled her eyes. "The usual." The sound of trees falling could be heard growing slowly closer.

"How long until it finds us?" he struggled to sit up.

"I'm not sure." She helped him into a sitting position against the wall. "Probably a few hours, if we don't go anywhere."

"And if we do go somewhere?"

"About the same, seeing as you don't look like you can walk on your own." She sighed. Ben looked away, focusing on the ground.

"………Sorry." Gwen looked at him, surprised.

"For what?" she leaned a little closer to him.

"Just…… I don't know……. For being so useless right now." he shook his head, not looking up.

"Ben…….." He looked up, finally.

"Yeah?"

"What's happening to you?" Gwen bit her lower lip.

"I…….. I don't know….."

------------------------------

Alright, another chapter. In The Next Issue: Garen tails the hunter-killer, the hunter-killer tails Ben! What will happen when it catches up? Will the kids be able to defend themselves? Find out next chapter!

(1)- I just gave her a middle name that sounded like it fit. I don't know what her actual middle name is.

(2)- She can walk through walls, dissapear and fly! She is much unique than a Binarai!

(3) Physical Stimulant.

Right, you know the drill. Please review! I'm trying to get to a hundred before I post chapter eleven.


	10. Awakening

**I HAVE UPLOADED THIS CHAPTER A MULTITUDE OF TIMES AND AM GETTING JUST A LITTLE BIT ANNOYED BY THIS SITE. IF IT DOESN'T WORK THIS TIME, I SHALL BE RATHER UNHAPPY. -NINJAMUFFIN **

**D.D.Z.**- Why does everyone think this is becoming a BenGwen? She's assuming a parental role over Ben, nothing more.

**OveractiveMind**- Who said anything about that? All I said was that he was Meex's old boss, a.k.a. she used to work for him. Garen is and has always been the station's boss. And I am not making this a Ben and Gwen romance. Gwen is simply taking a more parental role over him, is all.

**CodeLyoko**- The Power of Shine Compels You!

**Sorrowful-Ragdoll**- Heh, I'm starting to feel like the cookie monster.

**Dark Arbiter**- Well, you're in luck. Kevin is in the next chapter.

**Death's Pet Fox**- No, no. Gwen and Ben do not get romantic in any way! Yuck.

**DizzyTech**- Glad you're enjoying it so much.

**AirGirl Phantom**- Funny you should mention that………

**Raifiel**- Yes, one must always add more questions. With the amount I'm bringing in, though, I'll probably need a sequel, just to answer them all.

**Shewhodanceswithdragons**- No problem. Gotta keep the readers happy.

**Uber Spoonz**- I try and update within a week or so, so you usually won't have to wait long.

And now, chappa.

**Chapter 10: Awakening**

"What's happening to you?" Gwen bit her lower lip.

"I…….. I don't know….."

--------------------------

Her steps were quick and decisive as she made her way down the silent hall, the sound of her claws hitting the floor echoing off the walls. The quietness unnerved her slightly, due to silence being a highly out of place occurrence on the usually bustling research facility. At the moment, however, most of the personnel aboard the station had yet to leave their quarters, even though the alert had been lifted already. And thus, the creepy lack of sound.

She tried not to think about it, instead focusing on her goal, the door at the end of the hall. Her blue eyes shifted to look at the person guarding the door, the commander of the security aboard the station and most likely the only Repromag with a mustache she would ever see in her life, Commander Morrigan. Speaking of such, how the heck did he grow that thing, anyway? As far as she knew, his kind weren't able to grow facial hair, or hair of any kind, for that matter. She had a sneaking suspicion that it was fake.

As she attempted to walk past him and into the room, the purple-skinned lizard stopped her with a paw on her shoulder. She looked to him quizzically.

"Ah wouldn't go in 'nere if ah were yew, little missy." he warned in his thick accent, which was strangely reminiscent of the accent found in the southern part of Earth's United States, Texas specifically. She snorted in response.

"I'm sure I've seen worse, Commander." She shrugged off his paw, reaching for the door button. "We're in a war, after all." He grabbed her paw.

"Trust me," he warned again. "This is a whole differnt kinda ugly." his voice was dead serious. "Yew don't want ta see it." She pulled herself from his grasp, pressing the button with a sense of certainty.

"How bad could it possibly- **WHAT IN THE!**" Her jaw dropped at the sheer carnage that was displayed before her, in the form of Gwendolyn tearing through what could be a considered an army of food of varying shapes, sizes, and colours. Some of it appeared to be alive. Wait, were those _lobsters_? The Phantalin paused in her rampage of consumption to look up at her guest, juices of questionable origins (1) leaking from the slavering maw that had formed in her midsection. Slowly, the ghostly devouring machine started towards her, apparently getting the sudden craving for fish.

"I-I'll come back later." The door slid closed again.

"Told yew." Morrigan shook his head. "But they nevar listen ta 'ole Commander Morrigan, do they?" he mused, apparently lost in some random memory from his days on the front lines.

"Uh, I'm gonna go now." she motioned to the hall she had come down to reach Gwendolyn's door. Morrigan nodded.

"Yew want me ta give yew a call when she's feelin' more sociable?" he offered.

"Yeah, sure." she replied, still slightly shaken as she started to make her way back to the Main Hub.

Takin made a mental note to give Gwendolyn a wide berth for the next few days.

---------------------------

Max shifted nervously as he and Meex watched the clearing in front of them, where Garen, the Mikarin's boss, would be appearing any moment. He was reluctant to trust this guy again, considering what had happened the last time, but knew he had no choice. The funny thing was, he had no idea what Garen looked like. They had never met in person, and the reception of Meex's communicator wasn't the best ever, which only gave him a static blob to go on. Quite frankly, he was scared stupid of meeting the alien that had had so much influence on his life.

"So, uh, Meex," He tried to fill the silence. "What should I be expecting out of your boss?" He turned to look at her. Meex looked thoughtful.

"The only piece of advice I can offer you in that department," She said slowly, choosing her words carefully. "Is to not be deceived by his appearance." Max was annoyed by this.

"What's that supposed to mean?"

"It means," Came a high-pitched voice from behind them. "That not everyone is what they appear." Max spun around, his fists raised for a fight, coming face to face with a dirty-brown Hounin with black lips and……… a janitor's cap? The Hounin let out a series of short, throaty growls that served as it's version of an amused chuckle. Meex placed a hand on the agent's shoulder, he slowly dropped his defensive stance.

"Garen, I presume?" He addressed the Hounin, more than a little surprised. It tilted it's head to the side slightly, seemingly amused again.

"Now, what did I just tell you?" The voice came back as the Hounin's cap lifted, revealing a Binarai. It came out from underneath the cap and hopped down to the Hounin's nose. "Garen, Head of Mertak Research Facility." He then gestured to the Hounin he was standing on. "And Veltran." Veltran let out a growl and nodded.

"Agent Tennyson," Max stuck his hands in his pockets. "But you already knew that."

"Nice to finally meet you too." Garen chuckled, before turning to Meex. "How're things going down here?"

"Badly." Meex shook her head, hands on her hips. "We're pretty sure the Hunter-killer is after Ben and Gwen, whom we still have yet to find, though we did find a cave they stayed in." Garen nodded, taking it all in.

"Anything else?"

"Just one thing." the crystalline alien glanced at Max. "Max here thinks they might have tangled with the hunter-killer…." She trailed.

"But something was off." Max continued where she left off, staring at the ground. Garen looked at him, waiting for the elderly agent to continue. "It's hard to explain…."

"What do you mean?" Garen pressed.

"You see," Max started to explain, speaking slowly. "I think Ben went HeatBlas- Combronite," He quickly amended, knowing Garen probably had no idea what Ben had named his alien forms. "To fight the robot, but it all seemed too neat." He looked up, motioning the area around them. "There were scythe marks all over and laser blasts everywhere, but hardly any fire damage, which is unusual for Ben." Garen's eyes widened as he realized something.

"When?" he asked, urgency in his voice.

"Well, Ben's always been a little messy when it came to fight-"

"No!" Garen cut him off. "When did he fight the hunter-killer?" Garen's intensity caused Max to step back in surprise.

"We think it was yesterday or the day before." He narrowed his eyes suspiciously. "Why?" But Garen didn't hear the question, as he was lost in his thoughts, pure horror written across his face. He snapped out of it a moment later, staring intently at Max.

"I think it's time we had a talk….."

---------------

Daverik smirked to himself as he examined the restraints on his wrists, which were keeping him from raising his body temperature above it's base heat. These things practically made him helpless. Perfect. After all, when you assume that someone is helpless, it makes them all the more dangerous.

Smirking again, he reached behind him, discreetly tapping on the floor and listening for the hollow sound that would tell him he had found the hidden panel. A moment later, he was quickly assembling a crude, but powerful, communicator.

"Get me Slix." He ordered his underling on the other end. She gave a hasty 'Yes, sir' and did just that.

"Daverik?" The Combronite smiled as the newly rebuilt Slix Vigma (2) addressed him.

"That's right, Slix." Daverik chuckled. "I'd like to proceed with our……… business arrangement."

"Ah, yes." The robot recalled, greed filling his voice. "I will send your order to agreed upon location." Daverik frowned.

"I'd like you to see it there personally, actually. This is too important to botch up." Slix appeared hesitant.

"And my payment?" he inquired.

"Will be waiting for you when you arrive." Daverik promised. "But only if it's you who arrives." The mechanical business man relented at this.

"Very well." he agreed. "But I want a little extra for this; it's not every day I personally escort a delivery."

"Don't worry, you'll get it." Daverik flipped the screen closed. "You'll definitely get it….."

-------------------

"Torgon here." He flipped open his com, not surprised to see Daverik.

"The deal is on." The flame-headed prisoner said simply. "Slix will meet you with the delivery where we agreed; you know what to do." with that, Daverik cut the connection. Torgon grinned his toothy grin as he plotted his new destination into the ships computer; If what he'd been told was true, things were gonna get real fun, real soon.

--------------

"You ok, Ben?" Gwen glanced to her cousin, her question rather redundant. Sweat was rolling down the brunette's forehead as he limped next to her, she supporting most of his weight, his breath coming out in short pants. (3) His eyes were bloodshot and half-lidded, his skin a sickly shade of white, almost to the point of being transparent. On top of that, his whole body was trembling with effort as he barely held onto consciousness and he had become oddly skinny, due to his barely eating the past few days, making him look even more frail. Still, he managed a weak nod, indicating that he could go on.

Gwen didn't like his answer, as it meant he was going to keep pushing himself, despite his terrible condition. She knew trying to make the boy stop before he wanted to would only make things worse, too, since he would simply try to walk on his own anyway, showing the stubbornness he was so well known for. At least if she let him go until he wanted stop, he'd have some help.

"Gwen…." Ben stopped walking, his head down. His eyes started to tear up.

"What is it?" She looked at him expectantly, slightly surprised by his speaking, since he hadn't said a word for quite some time.

"You…." He coughed once. Twice. "You should just leave me." he whispered so lowly that Gwen almost didn't make it out. When she did, however, she was taken aback.

"W-What?" she stuttered, unable to believe her ears.

"Leave me." He stated again, slightly louder this time. Gwen's face twisted into anger.

"You want me to leave you out here?" She hissed. "Are you nuts?"

"I'm just holding you back." Ben slowly shook his head. "If you don't leave me, there's no way you'll be able to avoid that robot _and_ Grandpa." He coughed again. "It's the only way."

Gwen didn't answer, but, instead, began to walk again, pulling Ben along with her as she stared straight ahead with steely determination.

"Gwen?" She didn't respond. She just continued to walk. "Didn't you hear me?"

"I heard you." She huffed, exerting a bit more effort to help hold up even more of Ben's weight. "And I'm not going to leave you out here to die." She frowned deeply.

"But-" Ben's weak protest was cut off.

"I **know** there's a killer robot after us, Ben. I get the concept." She snorted. "Now you get _this_ concept." She began to pull him along slightly faster. "We're family, Ben. I don't abandon my family, no matter how idiotic and self-pitying they get." she sent him a pointed glare. "Through thick and thin, forests and swamps, Ben. I'll drag your butt as far as it takes to get that through your head."

"But, why?"

"Would you leave me?" She avoided his eyes now.

"…. no." he looked down again, realizing what she was getting at.

"Exactly." The red-head affirmed. "And I'm not about to leave you."

"Gwen, I'm-" Ben stopped in mid-sentence, his eyes going wide.

"Huh?" Gwen stopped, looking at him. "What's wrong?"

"It's found us."

--------------------

This was not Maxwell Tennyson's idea of 'A talk'. No, A talk was something you had while sitting down, or perhaps while taking a leisurely stroll. In a talk, most everything was said clearly, at a comfortable volume. In a talk, you had the other person's undivided attention, and vice versa. Having a Binarai shout at you while trying to direct a Hounin through a forest at breakneck speed while you're hanging on for dear life is not, by any definition, 'a talk'.

"-AND WHEN WE FOUND OUT THAT THE OMNITRIX HAD STOPPED EMITTING A SIGNAL," Garen shouted over his shoulder, continuing his explanation of the recent events from his end, which answered a lot of questions for the ex-plumber. "WE KNEW THAT IT COULD ONLY MEAN THAT BEN WAS LOSING HIS ENERGY IN DANGEROUS, PROGRESSING INTO FATAL, AMOUNTS!" Despite his difficulty in hearing the Binarai, one word in particular stuck out to him.

"FATAL?" He yelled back, suddenly a whole lot more worried for his grandchildren. "HOW DO WE STOP IT?"

"AT FIRST," Garen stopped yelling for a moment to duck under a branch. "WE HAD NO IDEA WHAT WAS EVEN CAUSING IT, BUT GWENDOLYN FIGURED IT OUT." The small alien let out a yelp as Veltran came to a sudden stop, sniffing the ground, before shooting off again. "THE REAPER'S GONE ACTIVE BEFORE ITS TIME!" Max nearly lost his grip upon hearing this, his eyes going even wider. He opened his mouth, but no sound came out. For the first time since the kids had run away, the agent realized that he was in danger of losing them. Forever.

**:Flashback of extreme jumpiness:**

"And that brings us to the subject of what we like to call the 'Reaper'." The Phantalin at the head of the long table cleared the schematics of the weapon they had just been discussing from the screen, replacing them with schematics of something that _looked_ human, but obviously was not.

"What exactly are we looking at?" Max, at forty-seven years of age, asked curiously, but with distrust all the same. These aliens they had allied themselves with were always coming up with insane ideas, usually at the cost of human resources.

"The yin." She replied evenly, her green eye seemingly gleaming with pride as she glanced at the screen. "The other side of the coin." She chuckled at some joke the humans in the room failed to grasp.

"Are you going to speak in riddles all day?" Captain Ferguson glared at her, seriously annoyed. "Or are you gonna tell us what the heck you're asking us to lend our aid to?" He never did like aliens.

"The weapon you just saw, 'Omni', is the yang, Captain." She gave a semi-straight answer, just to tick him off. "That weapon, in conjunction with the 'Reaper', would be nigh unstoppable." She made a sweeping motion with one arm. "Able to rip entire armies apart with no outside aid." She placed her claws on the table top. "Able to stop Vilgax for good." The Head of the Plumbers stood.

"What do you need from us, Gwendolyn?"

----------------

"Unless the Reaper is fully developed, which it won't be at it's activation," Gwendolyn warned, stressing this highly important point. "It will go into a frenzy of energy absorption, draining the holder of the Omnitrix." Max was confused by this.

"But," he interjected. "I thought the Reaper was like a generator?"

"It is." Gwendolyn nodded. "But only when it's fully developed. And, as you know, that's only one of it's purposes." She continued with the explanation.

------------------

"Hey, I was wondering." Max got Gwendolyn's attention as the meeting was drawing to a close. "When you said the Reaper would drain the holder of the Omnitrix, what did you mean?"

"Oh, that." Gwendolyn grabbed a piece of chalk from the table, turning to the chalkboard to illustrate. "You see, the Omnitrix its powered by it's holder. In the same way, the Reaper is also powered by the holder of the Omnitrix." She drew a few simple schematics to aid her explanation. "Now, when it's fully developed, the Reaper will generate so much energy that the holder of the Omnitrix will feel no ill effects. However, an underdeveloped Reaper will produce no energy for the holder, instead gearing it all towards developing itself."

"And that means?"

"It means that the holder will feel anywhere from tired to sickly until the Reaper is done developing, provided the holder is full developed itself."

"And if he weren't?"

"Well…….. It's possible, I suppose, that the energy drain would be too much for the underdeveloped body of the holder and the holder would thus……. Give out."

"Give out?"

"Die."

**:End 'o flashback:**

-----------------------

"GWEN!" Everything seemed to move in slow motion. The scythe completed its terrible arc. Gwen slowly, _ever_ so slowly, was lifted from the around by the force of the blow, her skin sliced open, her eyes wide with shock and pain, tears staining her cheeks. A trail of blood ribboned lazily after her, matching the blood that now coated the scythe rather well. The scent of it filled the air as Gwen twisted in the air, spinning slowly, like some sort of grotesque perversion of a ballerina, the blood twirling around her as she spun.

She let out a small gasp when she hit the ground, more blood erupting from her wound and splashing to the ground. Ben was frozen where he lay on the ground, where Gwen had dropped him when she tried to defend him from the robot. He felt so helpless, not being able to get up and help. And oh so angry. And he snapped.

--------------

Veltran stopped at the edge of a clearing, not daring to move any closer. Max immediately jumped off and, seeing Gwen lying on the ground, covered in blood, tried to run to her, only to be stopped by the Hounin's paw.

"We're too late." Garen whispered darkly. "It's awake." Max followed his gaze, gasping at what he saw.

Ben stood in front of the robot, head down, bangs covering his eyes. His stance immediately brought to mind a marionette, with his limp arms and bent knees. That's when the first _wave_ hit. A rolling wall a raw power, radiating from Ben.

The robot didn't seem to notice, instead pulling back its scythe for a swing at its unmoving target.

--------------------------

Ok, _now_ things are getting interesting. I have been waiting since the start of the story for the next chapter. You guys are gonna love it.

(1)- That was probably not the best way to phrase that.

(2)- He's from the episode 'Grudge Match'. He's version 2.0, since the original was bashed by Kevin.

(3)- Because it's not the right weather for long pants.


	11. EP713

**AirGirl Phantom**- The long awaited chapter has arrived. Enjoy.

**CodeLyoko**- Very interesting, indeed.

**Uber Spoonz**- Always gotta keep up the mystery.

**Shewhodanceswithdragons**- "A rolling wall of raw power, radiating from Ben."

**DarkArbiter**- Gah! Spatular!

**Sorrowful-Ragdoll**- Well, it's _a_ climax.

**Wolf07**- Here's the update.

**Death's Pet Fox**- Hopefully, the action is up to snuff. I don't have a lot of experience with action scenes.

Ok, guys. Enjoy the chappa.

**Chapter Eleven: EP-713 **

The robot didn't seem to notice, instead pulling back its scythe for a swing at its unmoving target.

----------------------

As the blade descended, no one saw him move. There was no blur, no after image. There had been no flinch from Ben to give the movement away before it happened, nor was there movement afterward. Besides, no human could ever move _that fast_. All logic dictated that the boy had not budged an inch. Max's eyes supported that thought. It simply wasn't possible; Ben could not have moved. But he _had_. Somehow, he had.

One moment, the terrible scythe was whizzing through the air towards his neck; the next, Ben's hand materialized right in it's path, palm extended to stop it. Metal hit flesh…………. And stopped, a loud, metallic clang echoing throughout the clearing, several chips of Titanium-steel-synth alloy flying off as it hit something it could not cut through. Ben closed his hand around the blade, small fault lines appearing along it moments later. The hunter-killer struggled to move the blade, but found it could not as long as Ben held onto it, not seeming to be exerting any effort at all. Then, Ben slowly raised his eyes to look at the robot's head. The irises had completely turned white, and the pupils had become small, cat-like slits of green. He growled deeply in his throat and squeezed. The scythe-blade _shattered_.

The next thing the robot knew, a blue spiked fist was being rammed into it's chest, sending it skidding back several feet and leaving a large dent in it's outer plating. And then Ben was above it, having jumped high into the air in the blink of an eye. He brought both feet down on the hunter-killer's head, driving it face-first into the ground with a force akin to that of a speeding semi. The boy did a flip as he bounced up from it's head, grabbing it's leg, which had still been in the air, and spinning rapidly, building up great speed. Then, with a twist, the robot's leg severed at the knee, sending the hunter-killer flying into a tree. The tree broke in half from the force of the blow, landing atop the robot. The leg was dropped back to the ground, where it did little more than spark weakly, the electricity leaving it quickly.

All was still for a moment. Ben stood silently, watching where he had thrown his enemy. Max, Veltran, and Garen all held their breath. Gwen slipped fully into unconsciousness. Then the tree exploded upwards as the robot burst out from under it, shooting lasers from it's palms at Ben, a small jetpack-like device protruding from it's back allowing it to fly. Ben just _smiled_ with some sort of amused, destructive glee, taking a large breath. He let it out an instant later, a giant glob of greenish slime flying from his mouth. It met the lasers with an explosion of heat and smoke. Ben disappeared into it stealthily, leaving the sight of the trio on the edge of the clearing.

"My good Lord………" Max stared on in astonishment, unable to believe his eyes. His grandson had just………….. Waylaid the hunter-killer. But how? Could he have- No. That simply wasn't possible…… was it? But, what if he had? What if Ben had actually-

"Speaking of God," Garen interrupted his thoughts, brandishing a pint-sized rifle. "If you're tight with Him, it might be a good idea to give Him a call." He loaded a dart into his weapon.

"Why?"

"Because," Garen cocked the rifle, his face grim. "If EP-713 is awake, He'll be the only one who can help us."

-----------------------------

Slix Vigma was highly……… dissatisfied. Here he was at the drop-off point, the 'merchandise' sitting next to him in it's titanium-reinforced box, waiting for a _very_ late associate of Daverik to come pick it up. He had other things to do, darn it.

"Lousy organics……" he muttered, tapping his proverbial foot in impatience and taking another glance around the deserted asteroid.

"What was that about organics being lousy?" A deep, throaty voice startled the robot, causing him to whip around, only to find no one there. Greatly puzzled, he turned back around, only to bump right into the chest of what appeared to be a seriously mutated Tophgler. Vigma quickly regained his composure.

"Here at last, I see." he snipped, already disliking this creature. He wasted no time in getting down to business. "Do you have my payment?" The creature merely chuckled, showing his many teeth.

"Do you have my weapon?" It shifted it's gaze to the containment box, it's eyes seeming to widen in anticipation of what lay inside. Slix let out a computerized sigh.

"Yes, of course." He gestured to the box. "It's right in there." And oh, how Slix couldn't wait to be rid of it. It had been nothing but trouble since he had 'acquired' it. It and that polymorphic creature.

"Good……" The scaled….. Thing walked over to the box, examining it.

"Ahem." Vigma held out his hand expectantly. The creature looked at him for a moment, before focusing on his vessel.

"Is that your ship?" It asked suddenly, apparently very interested. Slix was momentarily taken aback, but answered nonetheless.

"Yes, it is." He replied curtly. "Now, about my payment-"

"Thought so." The creature nodded slowly. "You might want to come a little more this way."

"What?" If Slix had eyes, he would have blinked. "Why would I-" He was cut off by the detonation of his ship, which sent several large chunks of debris his way. Luckily for him, none of them managed to hit him. After the initial danger was over, however, he went into light shock. "M- My ship….."

"Bummer." The creature remarked nonchalantly, punching into the containment box as though it were tissue paper and ripping out a large hole. "Aw…… he's sleeping."

"Are you mad?" Vigma floated back a few steps in fear. "You can't let that monster out!"

"Too late for that." The creature chuckled again, flicking a piece of the box at him lightheartedly. "Besides, I think he's waking up." It leaned in a little closer, retracting suddenly and bending backwards as a fireball rocketed from the box, right through where his head had been. "Yep!" It laughed, obviously amused. "Definitely awake!"

"Oh no…….."

"Hey hey!" The creature looked back into the box. "Rise and shine, crazy-face! I've got a surprise for you!" It pointed to Slix.

"What!" Slix's robotic voice was strangely high-pitched. "What about our deal?" He shouldn't have said anything. (1)

"Slix?" A deep, distorted voice droned in confusion, probably due to just waking up from a rather long sedative-induced nap. Its confusion didn't last long. "SLIX!" The voice was now full of rage as the monster inside the box came to it's senses, recognizing the voice of Slix fully. The creature stepped aside, looking quite pleased with itself, as the monster pulled itself from the box, fixating it's four, fire-filled eyes on Slix Vigma.

-------------------------------------

The hunter-killer's sensors found themselves unable to pierce the dense, super-heated smoke. The thermal detectors were useless, due to the heat, the electromagnetic sensors were being confused by the ambient electricity from the robot's lasers, and night-vision was blocked by the smoke itself. As such, the hunter-killer was in deep trouble and, being smart enough to recognize that fact, it quickly flew straight up, out of the blinding gas. And it waited, hovering above the swirling blackness, looking for any sign of the boy.

"I give it thirty seconds." Garen observed the scene, his rifle at the ready. "Forty, tops."

Veltran let out a deep growl.

"I know," the Binarai agreed. "I don't like it either, but we've go no choice." Max looked over to him.

"No choice about what?" he eyed the rifle suspiciously.

"Oh, you know," Garen answered without looking at the human. "Shooting your grandson." he shrugged.

"WHAT?" Max practically yelled, making Veltran flinch. Strangely enough, his shout went unnoticed by both the robot and Ben. Garen glared at him.

"Sure," he rolled his eyes. "Yell all you want. I'm sure it won't attract any unwanted attention." he remarked sarcastically. "Don't worry so much." He continued in a more serious tone. "I'm only shooting darts: One Physical Stimulant, one sedative." (2) Max visibly relaxed at this, though not by much. Still, realizing that it would probably be the best chance to get Ben back, he shut his mouth and gave a tight nod.

---------------------------------

"Hey! Meex!" Meexyairna turned around at the sound of the familiar voice to see Takin walking towards her. "Welcome back moonside." The Tophgler greeted, clasping hands with the Mikarin. "Have a nice time on Earth?"

"Well," Meex shrugged, walking alongside the researcher. "Minus the boredom, loneliness, and, towards the end, fear for my life, it was an ok trip." She grinned. "How 'bout you? Anything _interesting_ happen while I was gone?" she nudged her friend.

"I have no idea what you're talking about." Takin assumed an innocent look.

"Oh yeah, something definitely happened." Meex nodded. "You can't lie to save your life."

"Well…….." Takin rubbed the back of her neck shyly. "I guess one or two things might have occurred….." Meex let out a small squeal of excitement at this.

"Details!" She demanded. "I need details."

"W-Well, you know Veltran?" Takin looked down, a blush rising to her face.

"The janitor-slash-mechanic guy?" Meex recalled. "With the brown fur?"

"Yeah, that's him…." Meex blinked in confusion, before a wicked grin spread across her face.

"You didn't!" the Mikarin laughed. "You and the janitor! I can't believe it!" Takin's head shot up, eyes wide.

"We haven't done anything!" She protested, waving her hands in front of her. "It's not what you think!"

"Sure…." Meex nudged the Tophgler with her crystalline elbow, winking. "Whatever you say."

"I'm telling the truth." Takin pouted, arms crossed.

"Uh huh." Meexyairna smirked. It was at that moment they were approached by a purple and green blur.

"'Scuse me Miss Takin," Commander Morrigan greeted. "Gwendolyn's-" he paused, noticing Meex for the first time. "Well, Ah'll be a lizard on roller-skates!" he exclaimed. "If it ain't the prodigal field agent, come home at last!" He scooped the blue alien into a tight hug.

"Good to see you too, Captain." she greeted, patting him on the back lightly. He let her go after a moment, stepping back.

"That's _Commander_ now." He corrected, swelling with pride at his rank increase. (3) "They gave me a promotion fer stoppin' 'ole Experiment 3024."

"That thing got loose?" Meex looked to Takin, who nodded.

"Yep." Morrigan put his paws on his hips. "But it won't be doin any more damage no more; Gwendolyn made sure of that."

"Speaking of our boss," Takin broke in . "What was it you were saying about her?"

"Oh!" Morrigan snapped to attention at this. "Gwendolyn requests your immediate presence at her quarters, M'am!" he saluted.

"Right." Takin nodded slowly. "She won't try to eat me, will she?"

"No M'am!" the cyborg-lizard cracked a smile. "She's fully recovered."

"Alright, then. Tell her we're on our way."

"Yes, M'am!" with that, Morrigan sped off.

------------------------------

"It's been a long time, Slix." The four-armed monster grinned maliciously, cracking its knuckles as it slowly advanced. Slix Vigma frantically backpedaled, trying to put more distance between them. "We really outta catch up." It laughed in its throat.

"You- You'll never take me!" the robotic business man shouted, his hands glowing white for a moment.

"Oh? And what're you gonna-!" The monster broke off its sentence in surprise as the ground began to rumble under it's feet, dozens of robots bursting from the dirt a moment later. The hulking monster frowned at this, narrowing its eyes in annoyance.

"That is what I'm going to do!" Slix chuckled in his mechanized voice. His new and improved guard-bots were top of the line, with lasers, electric batons, and triple-thick durosteel armor.

"Weak." the monster commented. With a sigh, it began to rip the robots apart. One was crushed by a blow from the monster's tail, two were melted by fire, another one was ripped in half by its claws, and three were trapped in its corrosive goo. Slix, however, was unworried, as more and more robots continued to appear. Fire, goo, and shards of crystal were being constantly thrown, but, slowly, the monster was being pushed back.

"Argh!" The monster growled. "There's way too many of these guys!"

"Forgotten already?" came a voice. "Knock knock."

"What the?" The monster pushed some robots away from it, looking all around. "Who's there?" Its answer came as two robots suddenly went flying, the creature appearing where they had stood.

"Combining your abilities!." It chuckled with sadistic glee, taking out another couple of robots, before pausing. "You're supposed to say 'Combining your abilities who?'." It went back to smashing bots.

"Don't toy with me!" The monster roared, trying to grab the creature. The creature was too fast, however, and actually managed to get up on the monster's shoulder.

"Sorry, kid!" It laughed, leaping back into the fray. "See you at the end of the fight!" And with that, it was gone.

The monster tried to follow it, but was blocked by the multitude of robots. Angrily, it shot goo all over the front line, before it was struck by an idea. _'Combine my abilities, eh?'_ It extended its hand, shooting forth flames. It got a desirable result as the goo ignited, creating a large explosion. It grinned darkly.

The fight turned rapidly to it's favor after that. The monster quickly discovered various deadly combinations of its powers, including one a brown-haired boy had once taught him. Robots went flying left and right as they were riddled with heated shards of crystal, explosive goo, and super punches. In no time flat, the monster had decimated the army of robots.

"Now," it said, approaching the cowering Slix once more. "Where were we?"

"I believe it had something to do with dismemberment." The creature offered helpfully, popping up beside the monster.

"Yeah," The monster grinned. "I like the way you think."

"Please, gentlemen!" Slix implored. "Perhaps we could talk this over!"

"Talk this!" The monster snarled. It's descending fist was the last thing Slix Vigma would ever see.

"So," The monster turned to the creature, eyes narrowed. "I'm guessing you're the one who busted me outta that box."

"You guessed right." The creature nodded.

"I suppose I should say thanks or something, then." The monster scoffed, crossing its arms.

"No thank you necessary." The creature grinned. "I have a proposition for you, Kevin."

----------------------------------

"Hey, quick question." Meex huffed as she ran alongside Takin, heading for Gwendolyn's quarters.

"Yeah?" The Tophgler responded, having slight trouble keeping up with the Mikarin; She was designed for swimming, after all, not running.

"What did you mean when you asked if she was going to eat you?" She snickered, despite her lack of breath. "You in trouble for something?"

"No, actually," Takin shook her head slightly. "She was just- turn left up here- going on a bit of a feeding frenzy earlier; You know how Phantalin are."

"Well, no." Meex answered honestly. "Her royal assistant-ness is the only one I know, and you know how well we get along." Or, didn't get along, really. Gwendolyn still refused to trust the Mikarin, even after all these years, and Meex found the Phantalin to be a stuck-up jerk.

"Then I'll just give you a brief overview of what's been going on at our end of things, it'll explain better." Takin directed the Mikarin to take another turn before continuing. "See, Phantalin go into a feeding frenzy when they're recovering from big injuries, something about converting the organic material into energy. Gwendolyn was injured fighting Daverik, who, as it turns out, is the one that's been causing most of our recent problems; He even went so far as to activate the Reaper!"

"What?" Meex gasped. "He was always a bit of a loose cannon, but that's just crazy."

"Tell me about it." The Tophgler agreed. "I've got no idea what sent him over the edge, but it was obvious he'd been planning the whole thing for a long time; He did a _number_ on Gwendolyn when she caught him hacking a console in one of the spare labs."

"Huh." Meex chuckled humorlessly. "I feel like I should pummel him, but I've got this terrible urge to shake his hand." It was then that they arrived at Gwendolyn's quarters, panting, out of breath, and highly reluctant to go any further. (4) Before they had the chance to contemplate turning around and finding a place to hide (5), however, the door slid open, revealing an unamused Gwendolyn, arms crossed.

"You know," She shook her head at the sight of her worn out employees. " The teleporters _are_ working."

Meex groaned and slapped her forehead; Yeah, she definitely wanted to shake Flame-head's hand.

------------------

The hunter-killer slowly rotated above the swirling smoke, looking for any sign of movement that would give its target away. There! The robot quickly extended it's arm down and left, taking a shot. The laser hit nothing but the ground, however, the target escaping. Perhaps it would show itself ag- To the right! The hunter-killer fired again, to the right this time, at another movement within the smoke. As the previous shot, it failed to make contact with the target. The target was just _too fast_. One moment, it would be on the left; The next, on the right. And probably behind, below, and all around it, too.

At that instant, a streak of black, white, and brown shot from the smoke behind the robot, dealing the machine a blow as it passed, before disappearing back into the smoke. Before the hunter-killer was able to recover from the hit, the same blur of motion shot out again, dashing by the robot and dealing more damage. And again. And again. The hunter-killer, now missing a chest-plate and one shoulder-plate, shot straight up in the air, hoping to gain enough altitude to be out of range of the obviously deadly boy.

Then, when it had flown high enough, it made a fist with it's right hand, the hand then retracting into the arm. The arm twisted and turned, a fin popping up on the side, the hole where the hand was widening, and the hum of particle-energy filling the air. The hum rapidly grew higher in frequency, until it became an ear-piercing whine. And then, after a five second countdown in the hunter-killer's head, it fired.

What came from the barrel was a slow-moving ball of pink energy, roughly the size of a basketball. It crackled as it slowly descended, electricity running along it's surface. A stray leaf had the misfortune of floating into it; The leaf was incinerated on contact. Garen's eyes widened.

"Take cover!" He shouted, prompting Veltran to duck behind the thickest nearby tree. Max quickly followed suit, recalling an old saying among the plumbers. _If you don't know what it does, duck!_

The ball had made it down to the smoke at this point, the black gas appearing to flee from its presence. The instant before it touched the ground, it seemed to pulse, sending the smoke blowing away and revealing a wide-eyed Ben. And it detonated.

----------------------------

(1)- Slix isn't the most sprinkled cookie in the jar. You would have thought he'd have realized the deal was off when his ship exploded.

(2)- Don't ask how that works out. It just does.

(3)- In their ranking system, Commander is about two levels above Captain.

(4)- One, because she was still afraid of being eaten. The other, because she hates Gwendolyn's guts…….. If she had guts, that is.

(5)- Again, in Meex's case.

Well, how was that for an action chapter? Not bad, in my opinion, considering I've not written very many of them before. For those who thought the story was drawing to a close soon, guess again. Things are just getting started, y'all. I ask once again for you all to review, please.


	12. Two Weeks Later

New chapter. I hope you guys enjoy this one; it took a lot of time and effort to get it just right.

**D.D.Z.**- Oh, you ok? Didn't hurt yourself on your tumble from your chair, did you? Morrigan is supposed to be overly stereotypical; He has a mustache, even. Not many lizards have mustaches. Still, thanks for the dialect advice. Thanks for your timely reviews, they reminded me to get working on this thing.

**CodeLyoko**- Yeah, he better.

**Overactive Mind**- Well, you're gonna have to wait to see Ben meet the researchers. The GGF thanks you for your donation.

**Dark Arbiter**- Gah! Mah Brainz!

**Ali**- Um, ok. I will.

**Shewhodanceswithdragons**- Is that a "That was some crazy Ben-power woah" or just a "general woah" ?

**Death's Pet Fox**- I'll overlook the language this time. Yeah, I enjoy it when characters get crazy-powerful suddenly. Kinda like Bubbles from the power puff girls going Hardcore.

Well, chappa time.

**Chapter Twelve: Two Weeks Later**

"Rise and shine, crazy-face!"

"Welcome back moonside."

"Gwendolyn requests your immediate presence at her quarters, M'am!"

"It's been a long time, Slix."

"Please, gentlemen! Perhaps we could talk this over!"

"I have a proposition for you, Kevin."

The instant before it touched the ground, it seemed to pulse, sending the smoke blowing away and revealing a wide-eyed Ben. And it detonated.

----------------------------

**Two Weeks Later**

-----------------

_It has now been twenty-seven Teraquins since the altercation with Daverik's hunter-killer and EP-713. The remains of the DB-1217 model have been disposed of, as per protocol. We were unable to discover what its mission specifications were; it was, unfortunately, far too damaged for that._

_Daverik himself still refuses to give us any information in regards to his reasons for what he attempted, nor have we managed to extract from him how Torgon fits into any of this. He will be sent to military facility which is better equipped for interrogations via prison transport within the next five Teraquins._

_Ben and Gwen have still not been found, but we are taking steps to ensure that they will not be able to avoid us much longer. Gwendolyn left for Anur Phaetos two Teraquins ago and should have our solution when she returns; Her contact will be able to track them down no matter where they reside on the planet. _

_In regards to Maxwell Tennyson, you may remember him as one of the members of the now-disbanded "Plumbers", he is adjusting well and his insight into the human perspective has proven invaluable. After this whole fiasco is resolved, I may extend to him the offer of a job as an advisor. If anything, it may serve to help placate him when he learns of his grandson's intended fate. _

_And, speaking of Ben, I have come across a most peculiar occurrence. EP-713, which we had assumed had remained awake since his initial stirring, has apparently gone dormant once again. I theorize that this is because Ben's body was unable to handle the strain of the rampant amount of energy EP-713 requires. For now, the universe is safe from him. _

_I will send you another report when I have sufficient information. _

_- Head Researcher Garen _

-----------------------

**Attention all passengers, we will be arriving at Anur Phaetos in three minutes, twenty-seven seconds.**

Gwendolyn was awoken from her meditation as the computer's warning filled the small craft. She stretched slightly as she

**Please secure-**

"Yes, yes." Gwendolyn waved her hand dismissively. "Secure all open compartments and loose articles." she recited as she sat in the pilot's chair. "I know." She'd heard the prerecorded speech a hundred times before.

**Hey, I was just trying to be helpful; No need to be so dismissive. **

"If you want to be helpful," The Phantalin sighed. "Then tell me something I haven't heard a million times." She flipped off the autopilot, double-checking the ship's course.

**Well, you _did_ receive a transmission while you were meditating, about an hour ago. **

Gwendolyn blinked. "And you're just telling me now?"

**Um, yes? **

"Who was it from?" she growled, already thoroughly annoyed with the personality Glint had programmed into all the ships on Mertak Station.

**It might have been from your boyfriend…….**

"Boss, Celine." Gwendolyn stated forcefully, trying to keep herself from losing her temper. "Garen is my boss."

**Oh, steamy workplace romance, huh? **

Gwendolyn was silent for a moment as she stared down at her lengthening claws.

"I wonder……" she mused aloud. "Does killing a computer personality count as murder?"

**Heh, um, why don't I just bring that transmission up onscreen? **

"Thank you, Celine." the Phantalin's claws shortened back to their regular length as Garen's message appeared.

"Gwendolyn," it read. "I managed to get the latest reports on your contact's position on Anur Phaetos. He's apparently somewhere in the seventh sector of level three, though he may have moved since then without us knowing; I don't think he wants to be found. Sorry I couldn't give you a better idea of where to look. -Garen"

"Great," Gwendolyn groaned.

**What's up? **

"He's on level three, somewhere in the seventh sector." She relayed. The computer automatically adjusted the course for this.

**So? Don't you guys naturally live on that level anyway? **

"Yeah," Gwendolyn admitted, sighing. "We do."

**What's the problem, then? My hull can easily withstand the pressure on level two, and I know you can make it the rest of the way. **

"Yeah, but there's one tiny thing I forgot to mention." Gwendolyn looked out the view-port, surveying a planet she hadn't seen in over a hundred years. "When I left, I was banished."

----------------------

The brown-haired girl yawned silently as she sat up, rubbing the sleep from her eyes. The sun was shining brightly through the broken windows of the run-down train car, flooding the threadbare seats with golden light. She pulled the blue parka she'd been using as a blanket back around her shoulders and hopped out of 'bed', ignoring the sounds of glass crunching beneath her shoes. After a quick series of stretches, she yawned again and began walking towards the door.

"Alroit," she said to herself as she reached into her pocket, fishing around. "What's fa breakfast?" She frowned slightly when her hand found nothing edible. After a moment, she stepped outside, shrugging her shoulders. "Oh well." She casually strolled towards the city, taking care to avoid various broken bottles and discarded railroad spikes as she envisioned the open market downtown. "Looks as though I'll be 'avin the buffet."

-----------------

He awoke with a start, shooting into a standing position instantly, hands up in anticipation of a fight. After taking a moment to realize he wasn't under attack, the blond boy lowered his fists, eyes scanning the alley. They landed on a rat, which was merrily nibbling on a cardboard box. He let out the breath he had been holding; there was no danger after all, just a rodent. After a few moments of contemplation on whether or not to go back to sleep, he cracked his back and exited the alleyway, heading for the one across the street.

He stopped at the archway entrance, rapping on a wooden box with his gloved knuckles.

"Hey, sis, you up?" his voice echoed throughout his sister's 'room'.

"Yeah, come on in." Her muffled voice answered a moment later, accompanied by the rustle of fabric. Needing no further invitation, the ten year-old took a quick look around and walked in. He found his sister sitting on an old packing crate, head in her ratty backpack.

"Aw, you weren't planning on having breakfast without me, were you?" he mock chided with a laugh. His fraternal twin pulled her head out of the bag with a sigh.

"Don't I wish." She ran a hand through her spiky black hair. "But it looks like the pantry is empty." The girl tossed him the bag so he could see for himself.

"What?" He groaned, as he turned it upside down, his mood taking a one-eighty. Aside from a couple shirts and map, nothing fell out. "Aw man….." he hung his head as his sister put the items back in the bag, before slinging it over her shoulder.

"Hey, don't look so glum." She patted him on the shoulder, smiling half-heartedly. "We still have a couple bucks from all that stuff we pawned off." He didn't smile in return.

"Yeah, but that was supposed to buy us two bus tickets outta here!" The blonde stood up, slamming his fist into the brick side of the building behind him out of frustration. His fingerless gloves absorbed most of the blow, but his fist still stung something fierce, causing him to hiss in pain. His sister just sighed again.

"Yeah, it was." She agreed. "But, we can't exactly go without food; It _is_ a basic necessity, after all." They turned and began walking out of the alley. "And we can always go dumpster diving to make some cash."

"Yeah, I guess." Her brother conceded. "It just seems like we can't catch a break, is all." She rolled her chocolate-coloured eyes.

"It could be worse, you know." She gestured around them. "I mean, at least this city has a low crime-rate; I, for one, don't enjoy fighting off muggers every three seconds."

"That probably has something to do with the overzealous police they have here." the blonde gave her an irritated look. "You know, the ones who almost caught us the other day?" It went without saying that, if caught, they would immediately be thrown into an orphanage.

"Ok, so we had a close call……" The black-haired girl rubbed her arm as they turned onto the street. "But we got out of it ok, didn't we?"

"Yeah," her twin responded with a moody snort. "Barely."

"Aw, come on!" she punched his arm playfully, attempting to lighten his mood. "Nearly getting beat up by a bunch of cops is half the fun!" Her effort was rewarded with a small smile from her brother.

"I guess…." his blue eyes twinkled in amusement. "Seeing that fat cop trying to climb the fence was pretty funny, though." Police training had nothing on chain-link fences.

The siblings laughed together as they made their way to the market.

--------------

Meex was having a good day. Her paperwork and reports over the last twenty-odd years she'd spent on Earth were finally filled out after working night and day, Gwendolyn was gone on some mission to her home planet, and, to top it off, she and Takin were going to have a regular girl's-night-in later. Oh yes, today was a _very_ good day. That is, until Takin came rushing into the Mikarin's quarters, sobbing hysterically.

Now, Meexyairna found herself angrily stomping down the corridor to Max's quarters, ready to pound him flat for bringing her friend to tears. The distressed Tophgler hadn't been in much of a state for communication, but Takin had managed to get the basics conveyed. She had gone to give Max a report, Max had said some very nasty things, Takin had run crying to Meex's room. So much for Meex having a good day.

Ignoring the hastily scribbled 'Keep Out' note Max had stuck to the door, Meex raised her massive crystal hand and gave the portal three harsh knocks. There was no answer from within.

"Darn it, Max!" The alien yelled to the closed door. "I know you're in there!" Still, no response was emitted. Meex was getting angrier by the second. "If you don't open up, I will!" With that, she punched straight through the door and slid it to the side. It was pitch black inside the room; Meex couldn't see an inch in front of her face.

An instant later, a chair collided with her face, sending her stumbling back. The blow was accompanied by a voice.

"Get out, Meex." The voice belonged to Max; The words were in a dangerous tone. Meexyairna was not one to back away from anything. Especially danger.

"Like heck I will!" She bellowed, her own voice a mix of anger and defiance. "You've got a beat down the size of a small planet coming to you!" She charged headlong into the room, tripping almost instantly.

"Lights." At the human's command, the room's lights turned on, illuminating the space quite nicely. Meex looked to her feet to find she had tripped over a recliner. Looking up, she found an unkempt Max looking down on her with narrowed eyes. His hair, the small patch of it he had, was in complete disarray, he sported heavy bags under his eyes, and he appeared to be swaying slightly as he stood. Meex put two and two together rather quickly.

"Are you drunk?" The blue woman didn't bother with the niceties as she got to her feet. Max growled at her in response, his fists clenched at his sides.

"Just get out." he turned his back to her.

"That won't be happening." Meex spun him back around to face her. "Just how many drinks have you had?" Her hand on his shoulder kept him from moving away.

"Not that it's any of your business," the human began snidely. "but, I only had two or three." He shrugged off her hand. "Now get out of my room." Meex was silent for a moment, appraising him. Then, she gave him a hard shove. He fell back onto his rear, looking bewildered.

"What's wrong with you?" She half-shouted, causing him to flinch. "You curse at Takin until she cries, you assault me with a _chair_, and now I find out you've been drinking?" She threw her hands in the air. "You never drink. Ever." She gave the ex-plumber a nasty glare.

"I do today." he crossed his arms, glaring right back. "Or did you forget that?"

"What?" Meex blinked. Max climbed to his feet, glare still firmly in place.

"So you did forget." The anger in his voice was tinged with hurt.

"What did I forget?" Meexyairna demanded. "What's so important about today?" Max just stared for a moment, before turning his gaze from her.

"…….. It's the anniversary."

------------------

"Gah!" The four-armed beast let out a cry of frustration, slamming one of it's massive fists into the table, causing the metal surface to break in half. "I can't take it anymore!" He wailed, continuing to pound the broken table. Torgon looked up from his paper, a bored look on his face; he'd seen this plenty of times in the last two weeks.

"What is it this time?" he eyed the fragments of metal that had been a table moments ago. Kevin started pacing madly, his arms flailing to emphasis his emotions.

"I can't sit around anymore!" He lamented. "I'm going stir-crazy here!" So that was it. The kid was bored.

"If you're tired of your video games," The mutated Tophgler offered. "Why not try the training room?"

"But I've done those simulations a thousand times already!" the powerful creature whined. "They're boring now!"

"Look, kiddo," Torgon put his paper down, giving Kevin an even stare. "Our orders were to stay here until we get the go-ahead from Daverik." He stood up. "Until then, we stay put, got it?" Kevin plopped down on the couch and huffed.

"Why are we taking orders from some egg-head, anyway?" he grumbled. "You said I'd get to wail on that twerp, Ben."

"And you will." Torgon assured him. "But we have be patient; Daverik is the only person who can tell us exactly where Ben is." Kevin scoffed at this.

"Why don't I just go on a little country-wide rampage?" he raised an eyebrow. "It flushed him out last time."

"As fun as that would be," the lithe alien chuckled. "It wouldn't work; Ben and his cousin are in hiding and they're good at it. Really good." He shrugged. "But, hey, you couldn't go after them even if we _did_ know where they are."

"What?" Kevin shot out of his seat, glaring at Torgon. "Why not?"

"You are _way_ too weak to be fighting Ben." The alien laughed, his many rows of teeth visible. Kevin, of course, was ticked off by this.

"You want to say that again?" He growled lowly, fists clenched.

"Sure!" Torgon was happy to repeat himself. "You. Are. Weak." he spoke as though he talking to a small child.

"I'll show you weak!" Kevin roared, diving at Torgon. He ended up landing on his face as the alien leaped over his head, kicking him in the back as he passed. "You are so dead….." Kevin pushed himself to his feet and spun around, only to find the room empty.

"Ben's gotten a lot stronger since you last saw him….." a voice whispered near his ear. Kevin spun around furiously, throwing out a wild punch. He ended up smashing a hole into the wall.

"Where are you?" he growled, scanning the room.

"Peek-a-boo!" Torgon suddenly appeared right in his face, upside down. Kevin let out a cry of surprise and stumbled back, right into, and through, the wall he had just punched. Strangely enough, the wall was still intact.

"What the….." Kevin stared in shock at the inside of the wall.

"About time!" Came Torgon's happy voice from the other side. "I was starting to think you'd _never_ show any Phantalin traits."

"Phantalin?" Kevin stood back up, placing his hand on the wall. It was solid enough.

"You might know it better as Ghostfreak." Torgon explained, his paw punching through the wall, creating an exit for Kevin. "It's the only one of the forms you absorbed from Ben that you hadn't tapped into. Until now, that is."

Kevin stepped back into the room, looking at his fist as he clenched and unclenched it. "Powers I haven't tapped into, huh?"

"Oh yeah." Torgon nodded, looking rather pleased. "Powers that need training." Kevin gave the mutated Tophgler a sidelong glance, smiling crookedly.

"Looks like I'll have a few new surprises for Ben when I see him."

------------------

Meex's eyes widened as she took an involuntary step back, a hand flying to her mouth. The anniversary. She had forgotten.

"Max, I- I'm so sorry." She shook her head slowly. "I-" She was cut off by the ex-plumber's upraised hand.

"It's fine." He stood, his mood going from its previous anger to somberness. "I can't expect everyone to live in the past; It's been, what, fifteen years?" he gave a joyless smile, falling into memory.

**:Flashback:**

It was the anniversary of Boomer's death. Twenty years ago, to the day, his best friend had been killed trying to apprehend one of Vilgax's thugs. Twenty-three years since his friend had taken that terrible fall from that building. While it did not hurt as much as it once had, Max still felt a deep sadness on this day.

It did not help that he had not been able to properly grieve for his friend. The official story given to the public, that Boomer had died due to his car being demolished by a semi whose driven had fallen asleep at the wheel, only served to deepen the pain. He hated that he had to lie to his friends and family. That he had to lie to Julie, Boomer's sister. He desperately wished that he could leave the plumbers, if only to distance himself from the memories, but he couldn't. Not as long as Vilgax was still breathing.

This particular anniversary had been exceptionally painful for reasons Max could not pinpoint. Perhaps it was because Julie, now his wife of twenty years, had wanted to go with him on his annual ritual. Or maybe it was the fact that Boomer's favorite pub had closed earlier in the year, breaking Max's tradition of visiting it every year on this day for a glass of his dead friend's favorite drink. Or maybe the scotch at the place he had gone to was terrible.

Not to say Max wasn't happy. As he aged, he was called on missions less frequently, allowing him more time with his wife, whom he loved with all his heart. His son had married the previous summer, and Max couldn't be more happy for him. His daughter had announced last week that she was now engaged. Life was going pretty good.

That changed when he got home. His heart skipped a beat when he saw the smashed-in front door. Panic and fear for his wife had filled him so completely that he abandoned all military training and caution. He had run straight inside, shouting her name. When he reached the dining room, he found her being held by an alien, a blaster to her head. The alien had purple skin.

His wife, tears streaming down her cheeks reached a shaking hand out to him. He reached his own out to her, but the alien tightened its grip, causing him to stop in his tracks. Julie's muscles tightened. Max knew what she was about to try. He knew it wouldn't work. He had called for her to stop, but she didn't listen.

How she managed to slip away from the alien, he never figured out. It didn't really matter, anyway. The instant she was out of its grasp, Max tackled it, trying to wrest the blaster from it. The weapon went flying, sliding across the hardwood floor. The plumber jumped up, running for it. He grabbed it up, whirling around to face the alien, only to find himself back at square one.

The alien held Julie in front of itself as a partial shield, it's hands in the perfect position to snap her neck. Max tried to reason with it, he told it to let her go. It grinned at him. It told him Vilgax had a message for him.

"Happy anniversary." It twisted its hands, breaking his wife's neck. She died instantly. The alien dropped her, looking proud of itself. Max heard someone scream. It might have been him. He fired. The alien's head disappeared from it's shoulders, the body slumping to the ground.

Max continued to fire at the corpse, filling it with holes until to was little more than a bloody lump of meat. As the Plumber personnel flooded the house, Max dropped the blaster, falling to his knees. With one last look at his wife, he passed out.

**:End Flashback:**

The public report stated she'd taken a fatal tumble down the stairs.

Meex found herself with her arms around Max's crying form; he'd never spoken of that to anyone.

Half an hour later, Meex was back in her room, sitting next to Takin on the bed, asking if their girl's-night-in could extend to include one human.

------------------------

"Two of those, please." The black-haired girl pointed to the oranges in the cart, pulling two of the three dollars she and her brother had out of her pocket. The owner of the cart gladly exchanged the oranges for the money.

"Of all the things we could've gotten for a dollar apiece, you choose oranges." Her blonde twin scoffed as she handed him his.

"Hey, vitamin C is very important." she argued, picking at the peel of her own fruit. "It prevents scurvy, you know."

"Which be nice if we were going on a boat." He rolled his eyes. "Which we aren't."

"You don't have to be sailing to-" She was cut off as someone bumped into her from behind, causing her to drop her orange and nearly fall. She would have fallen, too, if not for her brother's quick reflexes. She briefly scanned the crowd behind her for whomever pushed her, before turning back to retrieve her orange. "Hey!"

A girl, about their age, in a blue parka was holding her orange! The girl wasted no time in dashing off. Not one's to just let their food be stolen, the twins quickly gave chase.

They weaved in between carts, vendors, and customers in the open market, barely managing to keep sight of the thief; whoever this kid was, she knew what she was doing. After a few minutes of chasing, however, they managed to herd her into a corner.

"Alright," the blonde stepped forward, his hands held in a manner indicating he meant no harm. "If you'll just give us our orange back," he panted, slightly winded from running full tilt for so long. "We'll forget this whole thing ever happened, ok?" he offered.

"Yeah," his sister added, stepping forward as well. "We don't want to make a bigger deal of this than we have to."

The girl slowly looked back and forth between them, apparently trying to figure out what to do. After a moment, she opened her mouth to speak-

"Hey, what's going here?" the gruff voice of a police officer, who had been alerted by the commotion the running kids had caused, called out, three policemen appearing from the crowd. "Wait a second…." he peered at the twins. "I recognize you two from the other night!" He gestured towards them and his fellow officers muttered words of agreement. "Alright boys, round 'em up!"

Simultaneously, all three children broke into a run to the right, the oranges forgotten.

"Hey, Come back here!" the police yelled at them as they gave chase down the alley. The kids sped up.

"Left!" The black-haired twin commanded as they reached a fork in the labyrinth of alleyways. They all turned left. Unfortunately, instants later, the path ended with a ten foot-high chain-link fence. The twins didn't bat an eyelash as they kept running towards it.

"Jen!" The blonde called out to his sister, cupping his hands. Jen jumped onto the makeshift step his hands made and he strained his muscles, tossing her up. She made a small flip in the air, barely clearing the fence, and landed neatly on her feet on the other side.

"Move it!" She called to her brother, who was already climbing up alongside the parka girl. The police appeared at the end of the alley.

"Gah!" The girl in the blue parka slipped, falling back to the ground. The blonde, who was already at the top, froze as the police made it halfway to them, looking down at the girl. Without a moment's hesitation, he jumped back down next to her, pulling her to her feet.

"Time to go!" He cried, scooping her into his arms and barreling towards the police. Just feet from them, he promptly skidded to a stop, turning back towards the fence and sprinting as fast as he could. With a cry, he leapt at the wall next to the fence, bounding off of it and then using the fence itself as a step, landing a few feet ahead of his sister. Placing the girl back on her feet, the three ran off, heading for the edge of town.

---------------------------

Alright! Chapter twelve is finally done! This took a little (or a lot) longer than usual, but it is a little longer than usual (by about a thousand words). And here you guys thought you were going to see what happened when the bomb exploded.

Please, please, **please** review. I really need feedback for this chapter. Please tell me what you like, don't like, would like to see, and things you would like to see elaborated upon.

Till next chapter.


	13. Personal Demon

I know, I know. It's been forever. I'm sure half of you don't even feel like reading this thing anymore. To be fair, or rather, to make up lame excuses, I've been busy, blah blah blah, and my internet access was cut off for a little while.

Yeah, I know. Most of you have probably skipped this part of the chapter already, anyway. Well. Reviews.

**DizzyTech**- Not surprising, as I spray all my chapters with 'speech-be-gone'.

**Shewhodanceswithdragons**- Why would you think they're from the Bronx?

**AirGirl Phantom**- You may just be right. Chances are, I won't fully tell what happened in those weeks. Though, perhaps, one day, I'll make a small companion story to explain it.

**Death's Pet Fox**- 'I wonder' indeed…….

**Overactive Mind**- Glad to see everyone got the hints; Nothing is more annoying than having to spell every little thing out.

**GatoGirl1**- Well, you may be right, you may be wrong. It would certainly throw everyone for a loop, though.

And now, Chappa.

**Chapter Thirteen: Personal Demon**

Placing the girl back on her feet, the three ran off, heading for the edge of town.

--------------------------

She let out a cry of pain as the craft was slammed again, sending her flying into the wall.

**Hull at Thirty-seven percent integrity, Gwendolyn!**

"What's going on?" The Phantalin growled to herself, lifting off the floor and resuming her place at the controls. The ship lurched sharply to the right as Celine dodged an oncoming serpent. Three of the giant creatures had been attacking them since they entered level two.

**I thought these things were supposed to be peaceful!**

"They are!" Gwendolyn shouted at the computer, typing in rapid commands. "I've never heard of them acting anything but passive." She gripped the console to avoid being thrown around again as the tail of the serpent they had just dodged clipped the craft. "For them to act like this doesn't make any sense!"

**I don't wanna die!**

"Shut up!" the Assistant Head Researcher slammed a fist into the wall beside her, silencing the wailing, overdramatic computer personality. "All we need is a place to hide for a moment so I can come up with a plan." Celine was silent for a moment.

**How about that?**

Gwendolyn looked out the main viewport to see what Celine was talking about. Some thirty meters off, a large black cloud floated lazily. "Yes!" the Phantalin cried enthusiastically. "Perfect!" Celine didn't hesitate to take them into the inky gas.

**---------------**

"We should be alroit 'ere." The twins let out grunts of acknowledgement as they were led into an old train car, trying to get their breath back. The halfway derailed passenger car had obviously been out of commission for quite some time, possibly years given the amount of weather damage to it. Very little paneling, if that's what you could call the rotting, yellowish-black chunks of peeling faux wood, still remained, the windows were all smashed, and roof appeared to be no less than an instant from crumbling.

The inside was just as bad. Glass, some from the windows, some from various bottles, littered the floor, so thickly that was almost like a pointy carpet, most of the seats were little more than metal skeletons with bits of fabric strung across them, and a small tree had forced it's way through the floor near the back, having presumably grown from underneath the car.

Still, the twins considered it far better than a police station or an orphanage and to the parka-girl, it was home. She made herself comfortable on one of the threadbare seats, motioning for her 'guests' to do the same. They complied, happy for a place to sit. It was silent for a few moments, save the sound of gradually slowing panting.

"So………" Jennifer scratched the back of her neck as she attempted to break the now awkward silence. Her brother raised an eyebrow when she didn't continue.

"So?" He crossed his arms, sitting back against the wall.

"Oh, you know." The black-haired girl's face reddened with embarrassment at her failed attempt at conversation starting. "Just 'so'." she smiled nervously at their brunette host.

"Nice rhyme." said host pointed out offhandedly, glancing out the window. Several seconds passed. Jennifer coughed quietly. The blonde twin closed his eyes. Parka-girl played with the end of her parka.

"Anyway," The silence was abruptly broken by the blonde, who didn't open his eyes. "I'm Jimmy Logan." He nodded towards his sister.

"And I'm Jennifer." She explained. "Jenny to my friends." Parka-girl raised an eyebrow.

"Jimmy an' Jenny?" she asked, disbelief evident in her voice.

"We're twins." they answered simultaneously. Jimmy continued.

"And you would be?"

"Penelope." She answered simply, shaking hands with Jennifer. "Mistress of this lovely abode." She gestured to their surroundings. Jenny blinked.

"You….. Live in here?" She nearly cringed.

"Well, duh." Penelope rolled her eyes. "What'd ya expect? The palace, maybe?"

"She has a point." the blonde twin agreed. "People don't generally steal food from orphans unless they have no choice."

"Right." Jennifer laughed uncomfortably. "Hadn't thought of that." Jimmy sat up suddenly, eyes open.

"We should leave now." He stood, his sister following suit without question, though her eyes showed confusion. "Thanks for the use of your home."

"What's your hurry?" Penelope asked, mainly to Jennifer, in her old-Britain accent, following them out of her train-car home. "I told you we'd be safe here."

"We don't accept charity." Jimmy didn't face her. "And we wouldn't want to impose." The brunette laughed.

"Well, I don't give charity, neither." She put her hand on her hips. "But after how you got me outta that jam earlier, it's the least I could offer in thanks."

"Anyone would have done the same." the blonde responded dismissively, causing Penelope to laugh again.

"I don't know where you come from, but, 'round 'ere, we look out for ourselves." she smirked. "If it had me, I would've left ya to the brass buttons." Jimmy stopped walking.

"And now you're offering to share your home." It wasn't a question.

"Sure." Penelope grinned. "You've proven that you're decent blokes." She shrugged. "Besides, I 'aven't had nobody to talk to in a long time."

"What's the problem with accepting a little hospitality?" Jennifer peeped up, taking the parka-girl's side. Jimmy seemed to be waging an internal battle over this.

"…….. We can't be your friends." he said after a moment. The bluntness took Penelope off guard. She took a step back in surprise.

"Wh- What are you talkin' about?" She stumbled over her words, regaining her composure a moment later. "I mean, who said anything about that?" She chuckled nervously. "I just wanted to talk, that's all."

"Come on, James." Jenny put on her best puppy face, peering around her brother. "Please? Just a couple hours?"

"Don't call me James." He responded automatically, refusing to meet her eyes. After a moment, he sighed. "Fine."

--------------------

Inky black clouds are funny things. From the front, you would swear they were huge collections of dark gasses. What a shock it would be to fly into it, only to find out it's size is all in how tall it is. The cloud was only about two feet thick. Oh yeah, it also had three more serpents waiting on the other side, all of them just as crazed as the ones Gwendolyn was trying to escape.

Yeah, real funny.

For a moment, neither the serpents or Celine made a movement, each party staring the other down. Gwendolyn took this opportunity to throw together one of the worst plans to ever grace her mind. Quite frankly, she would have done better to just dip herself in barbeque sauce and scream 'Eat me!' than to implement her plan. Unfortunately, there was no barbeque sauce handy.

"Celine," she spoke, not taking her eye from the serpents. "I want you to get back up to the first level as fast as you possibly can."

**Not that I disapprove of that idea, but don't we need to find your-**

"You just leave that to me." The Phantalin dismissed. "I can go intangible long enough to make it down to the third level; They can't follow me there."

**I don't know about this……**

"Hey," Gwendolyn barked in irritation. "Would you rather get smashed to bits?"

**Well, no, but-**

"Then shut up and do what I say!" The high-strung Phantalin typed in some final commands. "I'll meet you on the first level when I have my informant." It was then that the serpents decided they had waited long enough and began to charge headlong at the small ship.

In that instant, Gwendolyn willed herself through the floor of the craft as Celine shot straight up. Two of the serpents broke off to chase the ship, the remaining one continuing on it's path towards the researcher. And, as the serpent careened towards her, Gwendolyn found she couldn't move.

As pain blossomed throughout her body, she realized the fatal flaw of her plan.

-----------------------

"Talk to me." Garen commanded as he flipped open his hand-com. Takin was on the other end; she didn't seem happy.

"Garen, something weird is going on." she didn't spare him a glance as she remained focused on her computer, studying something intently.

"Weird how?" The head researcher opened his door and stepped into the hall.

"Weird as in 'it shouldn't be happening'." The Tophgler turned her hand-com to face the computer screen, giving Garen a good view of the various charts. The Binarai's eyes widened considerably, his steps faltered momentarily.

"No way….." he doubled his pace, running full tilt for the nearest teleporter. Takin just shook her head.

"Way…."

-----------------

I can feel him. In my mind's eye, I see him.

He looks, _he feels_, strong. And he's getting stronger. He's as strong as he was that day in the forest.

But I'm strong too. A few weeks ago, I was weak. I thought I was strong then. I was nothing. I had no idea the kind of power I would attain. No idea what power I would face. I was so naïve back then.

Heh, 'back then'. Two weeks, give or take a couple days. A lifetime has passed in those two weeks. It's funny, if you think about it. All the lifetimes that pass in two weeks. Trillions upon trillions of organisms die each moment. Billions of insects die every minute on Earth alone.

Aren't they all. Just worthless insects, that is. They are _nothing_ compared to **us. We are a God among these fools. _It would be so easy to-_**

No! Darnit, he's getting craftier. Slipping into my thoughts like that…. But I'm strong; I won't let him take over. This is _my_ body.

Or is it? I'm not sure anymore…… If what he says is true….

Maybe I really am……

It doesn't matter. Forget it. I don't care who's body this is. Mine or his, I won't let him have it. Not with what he's planning.

And Jen says I've got a bad attitude. Well, she would too if she was dealing with what I'm dealing with. I've got some whacked out monster in my head who wants my body to take over the universe. And he could do it too.

So where does she get off saying I have a bad attitude? Maybe w**e shou_ld make her head feel the same pressure. Enough pressure to make it CRACK WIDE OPEN!-_**

SHUT UP! I 'LL NEVER, NEVER HURT HER!!

I wouldn't…..

I- I couldn't possibly….

She's all I have left…….

I'm scared……..

------------------

The term 'no honor among thieves' comes to mind. The phrase, while not always true, certainly applied to the teenage girl in the blue parka. Stealing from someone who saved your hide would be frowned upon by almost anyone. But that's just what she was doing.

She had seen him pocket the remaining dollar the twins had left. Coming across money so temptingly easy to take was a rare occurrence. Could she really be expected to pass up this opportunity?

It was simple. Step One: Steal the money. Step Two: Get the heck out of there before they wake up.

So, why was it feeling so difficult?

---------------------

"This shouldn't be happening…" Garen frowned at Takin's computer screen, his brow furrowed.

"Told you." The blue-eyed researcher sighed. "She just started back up all of the sudden, with no indication as to why."

"But…" Garen was flabbergasted. "But, this shouldn't be possible!" He gestured wildly to the screen. "We deactivated the entire FEATHERSTEP project two Earth-years ago! Projects do not just start back up!"

"Sir…." Takin blinked, speaking slowly. "It's only been two weeks since EP-713 went active. You don't think……" Garen's jaw dropped.

"Oh no."

------------------

"Just a bit more…." Penelope whispered to herself as she reached inside Jimmy's pocket, attempting to extract the dollar bill. She didn't have time to even blink as she was suddenly slammed against the opposite wall of the car, a vice-like grip around her throat.

She could barely breath as she was held above the ground, her feet kicking uselessly. Her struggles ceased as she heard a dark chuckle.

"Tsk tsk, human." The face of Jimmy appeared in front of her, looking positively deranged. And his eyes…….. A shiver ran down Penelope's spine as she looked at them. Nothing but white, with a star-shaped slit of green in the center of each. "It's not nice to steal." He laughed again, this time at the terror upon the girl's face.

"W-What…. Gkkt…." She coughed. "Are… you?" Jimmy's deranged grin grew wider, revealing pointed teeth.

"Superior." The smile suddenly dropped from his face. He sniffed the air, his nostrils flaring. His grin returned. "My, my. It seems I've found my first disciple." His grip loosened slightly.

"What are you talking about?" the girl in the parka sputtered, able to breath slightly better.

"Don't worry yourself, my dear." He let her drop to the floor. "By tomorrow morning, you won't remember a thing……"

---------------------

"Sir!" Takin called out in alarm, gaining Garen's attention. The Binarai looked up from his work, as did the rest of the staff.

"What is it?" He leaped over the space between their desks quickly.

"The signal!" The fish-like alien gestured to her screen. "It's gone!" Garen's eyes narrowed.

"…….. Lock on to the last known coordinates of FEATHERSTEP." he said at length, pulling out his hand com.

------------------

"Five hunnerd an' seven……. Five hunnerd an' eight……" Commander Morrigan counted slowly as he lifted weights with his arms and tail.

"Five hunnerd an' nine….." A beeping was heard.

"Five hunnerd an' ten….." The Repromag dropped the weight he held with his prehensile tail, pulling out his hand-com. "Yes?" he continued counting in his head.

"Garen here." The head researcher appeared on the screen, looking unhappy. "We've got a lead." The reptilian cyborg put down his weights, taking the com into his paw.

"Ya found 'em?" He stood up, making his way to the door.

"Something like that." Garen looked off-screen for a moment. "But we have reason to believe he's dangerous, unstable." Morrigan blinked, raising his mask to scratch his face.

"Oh?" He stroked his 'stache. "What're ya plannin' then?"

"A two person team…" Garen rubbed the back of his neck. "We'll send them down to the last place we got a signal and have them search and detain."

"Who'd ya have in mind?" he asked, curious.

"Well, Meexyairna, since she's spent the most time on Earth."

"Blendin' with the locals, right?" The Commander nodded. "Who's the other one?"

"We wanted to send someone in who could cover a lot of ground." Garen explained. "Someone who's good at reconnaissance, with a mind for strategy…"

"Garen, ya aren't suggestin'….."

"You're the best person for the job, Commander." Morrigan nearly backed away from the communicator.

"But, sir, Ah…. Well, Ah mean, it's been so long…" The lizard tripped over his words.

"Soldier!" Garen snapped. "Who holds the Medal of Valor for saving his entire squad from an ambush on Jensin7?"

"Well, Ah do, sir. But, Ah don't-"

"Who was awarded the Stone Mask for giving his own arm in defense of the innocent?"

"Ah was, sir."

"Who used his own bio-circuitry to contain and neutralize Experiment 3024 when no one else knew what to do?"

"Ah did!"

"Now are you or are you not the soldier for this mission?" Morrigan gave proud salute.

"Commander Rast Morrigan, reporting for duty, Sir!" Garen smiled.

"Now we're talking."

-----------------------

She had sometimes wondered, as most Phantalin do at some point or another, what it felt like to their victim when they peeled back the protective skin. She imagined, as the serpent opened it's toothless mouth (1) to swallow her whole, that this was probably a close approximation.

Feelings of madness, insanity so thick it was nearly tangible, pressed in on her, filling her senses. So raw was the emotion that she felt as though she were being burnt by it. She had been safe inside the ship, shielded by the thick metals and webs of circuitry. Leaving that safety was one the stupidest things she'd ever done.

Then, as the serpent was about to swallow her whole, everything froze. Nothing moved, save the ever-shifting gasses that made up the planet. The horrible attack on her psyche dulled to a manageable level. Between herself and the serpent, her informant appeared.

"In trouble again, I see." his voice was low, gravely, with no humour. He sounded like someone who had lived far too long and seen too many things. But, of course, he had. He was a being who knew many of the universe's dark secrets. His bluish-gray skin was offset by the bright orange eye set in the black eye-track that traveled over his outer skin. He stroked his long white beard, as though in though in thought. "But, then again, when are you not?"

Gwendolyn's thought process nearly stopped altogether as he turned to face her. She was staring at a living legend among her people. One of the oldest and most powerful creatures in existence. She was looking at Sargon the Wise.

-------------

"Good luck." Max clasped hands with Meex. "Bring my grandkids back." The Mikarin gave him a confident grin.

"You can count on it." Then, she stepped back and disappeared in the beam of the teleporter. Commander Morrigan gave the elderly plumber a salute.

"If Ah don't make it back," he instructed with the utmost seriousness. "Tell mah wife Ah love her." He then vanished in the same manner as Meex.

Garen simply shook his head as they left, suppressing a laugh. He looked over to Takin.

"Think Max realizes the Commander isn't married?"

-----------------

Jimmy opened his eyes slowly, blinking the sleep-induced blurriness from the corners of his vision. It was still night and, judging by the soft and slow breathing of the others, he was the only one awake.

Silently, he sat up, trying to ascertain what had awoken him.

He never saw the attack coming.

--------------------

-(1) If you remember the theory, most creatures on Anur Phaetos absorb energy from their surroundings. This would explain the lack of teeth.

There you have it, three thousand and one words for your reading enjoyment.

Seeya next time.


	14. Bounty Hunters and Bagel Munchers

And we're back. Enjoy.

**Faiga-Lani**- Glad to hear that you're interested. Hopefully, this chapter will manage to keep that interest going.

**Shadechaos**- Thank you.

**FredandGeorgetwinsoftheCOCA**- Glad to hear such interest from a reviewer. You're pretty much on target with your guesses. FEATHERSTEP will be explained later. Hope you enjoy this chapter.

**Firehedgehog**- Continue, I shall.

**Female Heero Yuy**- Yeah, that was a mistype. He's supposed to be ten, like in the cartoon.

**MirthfulJoltofAdventure**- Nice to hear that I've made it up to someone's personal favorite.

**Uber Spoonz**- As am I, Uber Spoonz. As am I.

**DpWolfinson**- Of course not. I wouldn't leave a story hanging like that.

**Aragon**- Glad you think so.

**Dizzy Tech**- A good question. In total, about three weeks have passed, give or take a few days. As for the parents, well, I'll explain that in a future chapter.

**Shewhodanceswithdragons**- Let me put it this way: Ben and Gwen are inseparable.

Ok, guys, Chappa.

**Bounty Hunters and Bagel Munchers**

He never saw the attack coming.

-----------------

"S-Sargon!" Gwendolyn struggled to speak in the presence of one of the greatest Phantalin to ever live.

"It has been a long time, young one." Sargon the Wise turned back to gaze at the giant serpent. "I am almost surprised to see you." he ran a hand over the side of the beast's jaw, a sadness about his manner.

"Almost?" The researcher couldn't help but ask. "You knew I was coming?"

"But of course." He replied simply. "There is little that may hide itself from me." He faced her once more. "I know why you have come."

"Then you'll let me go?" Her eye glanced back and forth. Sargon stroked his beard once more.

"I will overlook that you have broken your banishment," He said at length, his voice remaining monotone. "If you leave the planet immediately."

"But I-" she tried to protest.

"I know of your informant, the great Seer Yii." Sargon cut her off. "He no longer lives." Gwendolyn gasped in surprise.

"W-What?" She stuttered. "How?"

"Surely you feel it." The Ancient gestured to the world around them. "It is in the very atmosphere." He stared off into the distance. "The pure essence of insanity…"

"Is that what's causing the serpents to go nuts?" Gwendolyn stared up at the frozen colossus.

"It is not just the serpents." Sargon explained. "The entirety of the planet is caught in the influence of the psionic energy coming off of that monster of yours." His eye narrowed. "And on a planet full of psychics, the very gasses that make up this world quickly become charged conduits for the madness."

"It was a domino effect….." the green-eyed Phantalin realized. "Once the serpents caught wind of the energy, they went into a frenzy and spread it…."

"Not only did they spread it, they amplified it." The orange-eyed Ancient clarified. "There are few of us left who remain unaffected." The serpent suddenly lurched forward, before the Ancient whipped around and held out his hand, freezing the giant once more. Sargon grunted slightly with effort. Gwendolyn's eye widened in concern.

"Are you-"

"Enough of this prattle." Her elder interrupted her for a second time. "My power is not unlimited, we must return to your transport." He held his hand out to the side, several Phantalin appearing as he did, most of them children. The two who were old enough to properly harness their powers immediately moved to help Sargon hold the Serpent back.

"Who are these guys?" Gwendolyn demanded.

"We're the only ones left." One of the children answered, sadness written across its features.

"They were fortunate enough to be in my presence when the madness struck; I was able to protect no one else." Sargon's head hung slightly. "Now take us to your ship."

Gwendolyn had no choice but to comply.

----------------------

Jimmy was not a morning person. Never had been, never would be. Anyone, besides his sister, who ever woke him up before he wanted to wake up would usually find themselves with an earful of foul language and a ringing headache.

As it was, a high-speed, low-radius hunter missile impacting right below the rear-left axle of the train car, sending it spinning over itself across the ground, landing upside down, was not a good way to start the morning. Nor was a good way to get on Jimmy's good side.

"Uhg….." The blonde rubbed his head as he sat up, checking for blood. "Everyone alright?" he called to the other two.

"I'm good!" His sister answered, laying upon the ceiling-floor, slightly dazed. "Pen?"

"What the bleedin' heck was that?" the parka-clad girl coughed, grasping her left arm tightly to her side. Jimmy glanced at her injury, then turned his attention to the darkness outside the broken windows.

"I'd say it was a warning." he muttered to himself, brushing bits of glass from his clothes, before helping his sister up and removing shards from her in a similar fashion.

"What do you mean, warning?" Penelope grimaced as she stood, still clutching her arm. She shook her head to dislodge any glass in her hair.

"Well, some bounty hunters like a bit of sport." Jen supplied, shrugging, before noticing the British girl's arm. "Oh man, are you ok?" She reached out to examine the brunette.

"Oh no!" the shorter girl back stepped out of reach, suspicion all over her features. "What's all this about bounty hunters? You lot got a price on your 'eads?" she half accused, half asked.

"Well," Jimmy chuckled, turning to the windows once more. "It's not on my head, _per say_." he lifted up his left arm, a large bulge under the sleeve, about wrist level. "But I do fight off the occasional bad-guy." He glanced back at her arm again. "By the way, your shoulder's dislocated."

"Duh." Jenny rolled her eyes, hands on her hips. "I'm pretty sure she noticed already." Her face became concerned once more as she addressed the other girl. "Is it ok if I take a look?" she asked gently. "I know some first aid." After a moment Penelope hesitantly nodded.

"How bad is it?" she hissed through clenched teeth as the black-haired girl slowly rotated her arm this way and that.

"It probably feels worse that it actually is." The female twin frowned. "What's the situation, James?"

"I'd say the hunter is either an amateur," Jimmy tilted his head to the side, looking up at where the missile hit. "Or he's average and really overconfident." Jenny tugged Penelope's parka off to get a better look at her shoulder.

"What's our window?" She asked, placing her palm on the injured shoulder. "Sorry, Pen, this is really gonna hurt."

"GAAAHHH!" Penelope shouted in pain as the taller girl forced the shoulder and arm back into realignment. Jenny let out another 'Sorry!' as the girl continued gasping in agony.

"Now that he knows we're alive in here?" Jimmy rubbed his ears. "I'd say we have about a minute before he decides to come in after us." he assessed. "And about five before the local law comes in to check out the explosion."

"Great." his twin remarked sarcastically, pulling a shirt from her backpack and fashioning it into a makeshift sling for the injured girl. "I just love it when the odds are stacked against us." She then hung Penelope's parka back around the girl's shoulders. "You'll be back in full working order in a week or two."

"Now that we've dealt with that," The shorter of the twins cut in. "I think it's time we left." He ducked through the window, stopping before he was completely out. "Don't worry about the hunter, Jen and me will get rid of him."

"Are you joking?" the brunette looked offended. "You really expect me to sit back and let someone else take care of the prick who shot my 'ome?" The twins exchanged glances, before speaking at the same time.

"Yep."

"Absolutely." Penelope scoffed at the idea.

"Not a chance." She put her good hand on her hip, wincing slightly as her left arm shifted. Jimmy turned to his sister.

"Are you sure she doesn't have a head injury, too?" He ignored the indignant 'Hey!' from the girl he was referring to.

"I didn't think so….." Jenny peered closely at her. "But, maybe I should check again."

They weren't given a chance to discuss it further, as they were interrupted by the sound of a laser charging.

-----------------

"Shots fired, sir!" Commander Morrigan reported into his headset whilst he sped towards the area of the explosion. "En Route now, ETA is forty-five seconds."

"I'll be along as fast as I can." Meex answered back, unable to keep up with the high-speed lizard. "If you see Ben, stall for time, but do not engage him." She ordered. "Repeat: Do not engage; We don't want to aggravate him."

"Copy that, sir."

------------

"Aw, man! This is AWESOME!" Carl Westhaven sighed in annoyance as the young man in the passenger seat of the police car continued to ramble excitedly.

"They just had to saddle me with the rookie…" he muttered to himself, before addressing his new partner. "Settle down, son. This ain't no picnic."

"Are you kidding?" The exuberant officer laughed, continuing to bounce up and down in his seat like a four year-old. "The call said it was an _explosion_!" he giggled. "This is just like the movies!"

"Don't get you hopes up, Jones." Carl shook his head. "I've seen everything you can see in this city; there's nothing anywhere near the movies going on." He shrugged, raising one hand from the wheel. "It's probably just some punks with a buncha fire crackers." This did little to calm Jones down. If anything, he seemed even more excited.

"Sweet!" his voice was exceptionally high for a man. "You think they'll resist arrest? Will I get to use my gun?" he stopped bouncing, glancing back and forth nervously. "'Cause, I got no problem using my gun."

"I sincerely doubt it." Carl droned, wishing for the night to be over. "The chances of that are about one in a…. in a….." the middle-aged cop trailed off in mid sentence, in shock over the scene before him.

Some sort of black and purple…… creature, clad in what looked like ancient demonic armor, was firing rapidly at two small, quick blurs with a gun that was bigger around than Carl himself. Both the creature and the weapon were unlike anything Carl had ever seen, leaving him in a stupor. That is, until the behemoth fired a wild shot that melted the windshield of the squad car. The officer's training took over as he leapt from the vehicle.

"Call for backup!" he ordered the rookie, drawing his pistol and emptying the clip at the monster. Most of the bullets hit, and subsequently bounced off of, the creature's armor. The attack did, however, gain its attention. The next thing he knew, Carl was staring down the glowing barrel of a laser cannon.

---------------------

**Dwee-Dwee………. Dwee-Dwee………Dwee-Dwee**

**Click.**

"This is Torgon…….. Of course, Daverik. I'll send a pickup team……. He's developing his powers nicely…….. Oh?…….. Certainly…….. Torgon out."

**Click.**

**Swoosh. **

"Yes?"

"Who was that?"

"Daverik."

"You mean-"

"Yes. He's located Ben."

--------------

"Oh my……."

There is a hormone in the human body called adrenaline. This chemical, which is rarely found outside the planet Earth, is an exceptionally powerful stimulant. It enhances a human's strength, speed, ability to react, and, some say, even the senses. Even today we do not know the full extent of what it can do. It has been speculated that adrenaline can even unlock unused parts of the human brain. (1)

It was this mysterious and powerful chemical that was rushing through Carl Westhaven's veins. And, as he stood at the precipice of his own death, in the form of a Kleston Slow-Burn Manual Fire Laser-Cannon, this chemical would not allow him to go quietly.

In a maneuver that would surprise even the most experienced tacticians, the overweight cop threw his gun down the barrel of the giant weapon and drew his nightstick, making a diving roll to the right. The building charge in the cannon detonated prematurely as the gun hit it, causing the behemoth to drop it shock and stumble back a step.

"Alright, ugly!" Carl shouted at the monster as he twirled his nightstick expertly.

"Bring it on!" The giant responded to his challenge immediately, charging at him with a wild punch. The officer spun to the side, hitting the massive fist with his nightstick and driving it off course. Not wasting a moment, he went on the offensive, rushing around behind the monster and leaping onto its back, prying off one of the pieces of armor. The bounty hunter screeched in anger as it tried to shake the human off of itself.

"In accordance with Galactic Law 2-7-B-9-13," Carl raised his nightstick, driving it into the monster's weak point. "You are under arrest!" The giant cried out one last time, before falling to the ground, unconscious.

-----------------

Jimmy screeched to a halt as the cop brought down the monster, holding out a hand to stop his sister. She, in turn, held out a hand to stop Penelope. The brunette tried to shake the other girl's hand off, but Jen's grip was strong as steel. She glared at her captor, who slowly shook her head from side to side.

"Westhaven….." The girls looked to Jimmy as he whispered the name, eyes wide. He turned to face them. "We need to leave, now!" The pupils of his eyes had shifted into slits.

-------------

(1)- That may or may not be true.

Well, it took a while, but it's up. I've been having some computer 'issues'. Not problems, per say, but, suffice to say, they have been a big contributor to the delay.

Hopefully, the next chapter will take less time.

Also, if you like pokemon, be sure to check out my newest fic.


	15. Phone Calls From Outer Space

Well, guys, not a lot of action in this chappa. However, I think you'll like it anyway.

**Negitive**- Glad to hear it.

**Unknown**- And it now has another update.

**Deyinel**- Oh, really? Eh, maybe it's just me, then. Nice to know ya like the story.

**MirthfulJoltofAdventure**- And I'm still enjoying the reviews. Hopefully, this will live up to your expectations.

**Shewhodanceswithdragons**- Who, indeed. I got the name from a C.S.Lewis book.

**Skin Deep Chapter Fifteen: Phone Calls From Outer Space**

The pupils of his eyes had shifted into slits……

-------------

"Meexyairna!" Commander Morrigan screeched to a halt, addressing his commanding officer, as he watched the rotund cop bring down the huge alien bounty hunter.

"What is it?" The crystalline alien replied worriedly over the com. "Is it Ben?" She redoubled her efforts to catch up.

"Negative." The Repromag scanned his memory banks for the cop's face, then jumped in surprise when he found a match. "I dun believe it….." he exclaimed a moment later. "He's a Plumber!"

----------------

She wasn't sure how far they'd run, but Penelope knew it was too far. Her shoulder was screaming with pain, her lungs burned, and her legs were beginning to feel like jelly. In front of her, the twins didn't seem to be tired at all. Their strides were perfectly even, their quick pace unbroken by fatigue.

"H-Hey…." The parka-clad girl called to them, gasping for air. "Slow down!" Jimmy didn't seem to hear her, but she did manage to catch his sister's attention. She looked back, pulling on her brother's shirt sleeve to slow him down.

"Eh?" He decreased his pace, eventually coming to a stop. "What is it? We need to keep moving." His sister nodded over at the parka-girl, hands on her hips.

"I think it's time for a break." She watched sympathetically as Penelope leaned against the side of one of the buildings that lined the alley, sliding down it slowly. Jimmy regarded her for a moment, frowning deeply, before letting out a sigh.

"Fine, five minute break." He turned to a nearby dumpster, flipping it open and peering inside.

"Thank the Lord." Penelope raised her good arm in victory for a moment, chuckling. "I think I would'a passed out if I'd been made to go another step. You lot 'ave got inhuman endurance, you do." Jennifer smiled embarrassedly, letting out a small laugh of her own, before making her way over to her rummaging brother.

"James." she addressed him simply, knowing he already knew what she wanted to ask. The blonde twin sighed in response, resting his hands on the edge of trash receptacle.

"He was a Plumber." The boy answered his sister's unasked question, eliciting a gasp from her. "His name's Carl Westhaven." He clenched his hands, squeezing the metal dumpster's rim.

"But," Jenny frowned, raising an eyebrow. "How could you possibly know-"

"I just do." Her twin cut in, letting go of the oversized rubbish bin with another sigh. (1) "Don't ask me to explain it; just trust me on this." The black-haired twin put a hand on Jimmy's shoulder, speaking softly.

"I do, James." she whispered. "I do."

"Roight." Penelope made herself known once more, having caught her breath. She got to her feet, using the wall to help herself up. "Now that we ain't runnin' for our lives, mind telling' me wot we're runnin' from?" She gave the twins a pointed stare. The two in question turned to face her, glancing at each other.

"Well….." they spoke in unison, each one wearing a look of apprehension. There was silence for a moment, before Jimmy took the initiative to continue on his own.

"You aren't going to believe us," He started, shaking his head. "But, you're in this with us now, so we aren't going to lie to you."

"Just wait a tic, 'ere." The brunette interjected. "Who says I'm in? And what the bleedin' heck is the big 'this' you're talking about?"

"Trust me, you're in." Jenny answered, rolling her brown eyes. "Whether any of us like it or not." Jimmy nodded in agreement, before continuing with the explanation.

"That cop we're running from isn't a cop." he spoke slowly as Penelope adopted a look of interest. "He's part of a secret government organization called the Plumbers." At this, the parka-girl's interested look was replaced by a deadpan expression.

"Seriously?" she asked in a monotone.

"Seriously." the blonde replied, nodding again.

"Yeeeeeeaaahhhh……" the green-eyed girl drawled sarcastically. "And what do these 'Plumbers' do? Fight mutant toilets?"

"Aliens, actually." Jenny supplied.

"Roight." Penelope leaned towards them, good hand on her hip. "Aliens."

"Our grandpa was a member of them, when he was younger." Jimmy kept going with the story, ignoring her disbelief. "He was part of a special division, one created to guard a very important device." He looked down at the ground, his eyes growing hard. "Now, he's after us." This got the girl's attention.

"After _you_?" she blinked, straightening. "Why?"

"He's a traitor." Jimmy practically growled. "He was planning to hand us over to the bad guys."

"But, why you?" Penelope asked again, not comprehending. "Wot's so special about you?"

"We've got the device." the boy lifted up his left arm, pulling up his sleeve. A strange, watch-like contraption was attached to his wrist, emitting a soft orange glow. "It's called the Omnitrix."

"It won't come off." Jenny stepped forward, answering the question of why they didn't just give it up. "It's completely bonded with his DNA."

"Besides, we can't just let the bad guys have it." Jimmy took the floor once more. "That's why you have to come with us now." He pulled his sleeve back over the device. "That Plumber saw us together and if they find you, there's no telling what they might do to you to try and find out where the Omnitrix is." Penelope took a step back, leaning against the wall again.

"You two are completely starkers." she snorted, throwing back her head. "You think I'm gonna believe a story like that jus' because you got yourselves a fancy watch?" she laughed, causing the twins to exchange stares. Jenny nodded to James, who stepped towards the parka-clad girl.

"Hey." he intoned, his voice suddenly completely different. Penelope stopped laughing, looking at the boy with a start.

She began screaming as he burst into flame.

--------------------

Garen rubbed his temples as his computer beeped, informing him he had yet another message. He'd been receiving them non-stop since Gwendolyn had left for her home planet. Normally, she dealt with the bulk of any problems various researchers would have, as well as most of the authorization of shipments and different things for projects, leaving him free to oversee the station and all it's experiments. Now that she was gone, everything was being rerouted to him, doing a good job of driving him insane. How did that woman manage all this stuff? She was definitely getting a raise when she got back.

With a groan, he reached over to his keyboard to open the most recent message, only to stop as his computer emitted a beeping of a different kind. It signaled an incoming transmission. He pressed the corresponding keys, patching it through.

"May I help you?" he inquired as large Gypin, with a scar over two eyes, appeared onscreen. (2) His outfit and cap showed him to be a prison transport driver.

"This is Arterium Prison Transport X729-14." he reported in a gruff voice. "We have orders to pick up a prisoner named…." he held up a clipboard, squinting at it. "Daverik." he finished.

"We've been expecting you." Garen nodded. "I'll let the docking bay know you're clear to enter." With another keystroke, the Gypin disappeared from the screen. Garen pulled out his com, calling the docking bay.

"Yes, Sir?" a blue-masked Repromag answered a moment later.

"Hey, Jero." Garen greeted. "The Arterium Prison Transport X729-14 is here; please let them in." Jero typed in a few commands on his console, before making a confused sound.

"Sir?" he asked, sliding his mask up to reveal that he looked as confused as he sounded.

"Yes?" Garen raised a proverbial eyebrow.

"I'm not reading any Prison Transport." the Repromag frowned. "Just a garbage scow."

"What?" The Head of Mertak Station frowned as well. "That doesn't make any-" Garen's eyes suddenly widened as he stopped mid-sentence. He flipped his hand com closed quickly, slamming his tiny fist down on the intercom button.

-----------------------

"No, we don't know where he is." Max ran a hand through his hair, twisting the phone cord around in his hand.

"It's been two weeks!" his daughter sobbed back at him, distraught over her son running away.

"We'll find him, Megan." the old man assured her. "Are you sure he hasn't tried to contact you?"

"No, I told you that already!" she shrieked angrily, before reverting to tears again. "He hasn't tried to contact us at all……" she whispered quietly. "God, he must hate us for what we've done…….. Our own son…."

"Now, Megan," Max cut her off from further self-loathing. "There's no way Ben could know anything about that. There are, literally, four people on Earth who know about it."

"Then," she sniffled loudly. "Then why would he run away?"

"Garen thinks it was EP-713." the ex-plumber explained, causing his daughter to gasp. "According to him, EP-713 woke up briefly, then went dormant again."

"THAT MONSTER!?!" Max flinched away from the receiver at the outburst. "YOU SAID HE COULDN'T WAKE UP!" Tentatively, the old man put the phone back against his ear.

"I know, hun." he said quietly. "We don't know how it happened. Garen thinks it has something to do with the Reaper's early activation." he listened silently for a moment as his daughter began to cry again. "We'll find him, Megan." he reaffirmed.

"I just…" she took a breath to calm herself. It didn't work. "I just want to know that he's ok…"

"……." Max had no more comforting words for her. The only thing that would comfort her now would be the discovery of her son. "I gotta go, hun." he said at length. "I need to give your brother a call and update him on the situation." Megan sniffed.

"O-Ok…….. Bye, Daddy."

"Bye, hun." Max put down the receiver, collapsing into his armchair. Talking to his daughter was a little difficult during the best of times. She had always been against the project, even from the beginning. Max sighed, picking the phone back up and dialing his son's house. How Garen had managed to get a phone line to Earth, from the Moon, he would never know. His son picked up on the second ring.

"Hey, Tennyson house." he said. "Who's this?"

"Hi, Leonard." Max smiled lightly.

"Dad?" Leonard's voice went from light to serious immediately. "Any news?"

"Not much, I'm afraid." Max sighed. "Gwendolyn's gone back to her home planet; She hopes to return with a seer who can find Ben."

"Well, that's good." his son replied, his tone lightening a bit. "A step in the right direction, at least. "What about Gwen?"

"She's probably with Ben." Max rubbed his eyes. "And, even if she's not, the seer should be able to find her." Leon grunted in agreement.

"Alright, then. Sounds like a plan." he leaned against his kitchen counter, thumbing through the day's mail.

"Leonard," Max laughed. "Sometimes, I think you're dealing with this whole thing better than _I_ am."

"Well, worrying isn't going to help anything. We've got the whole moon trying to find them and Plumbers all over the world are on the lookout. I'd say the matter is in good hands." Leon shrugged, though his father couldn't see it. "Besides, I doubt there's anything out those two can't handle; Gwen's become quite the fighter and Ben is….. Well, Ben."

"Yeah…." Max let out a breath. "I guess you're right. How's Lucy taking everything?" Leonard snorted.

"Heh, she's okay." he chuckled. "The woman is a whirlwind. I'm amazed she hasn't formed her own search party yet." he made a face as he realized that most of the mail was bills. "But, what are you gonna do, right? We both knew there would be risks when we agreed to this."

"Yes," Max said reproachfully. "But, that doesn't make it alright."

"I know……" his son sighed. "It was nice talking to you again, Dad. Seeya."

"Bye." Max nodded, though his son couldn't see it, and hung up. At least Leonard was easier to talk to than Megan. That's when the intercom crackled to life.

"Attention all decks." Garen's tone was urgent. "We are under attack! Repeat, we are under attack! All non-security personnel, return to your quarters."

Max jumped from his seat, rushing out the door.

--------------

**Whoa, what's with the tour group?**

Sargon raised a proverbial eyebrow as Celine spoke. The children, having never seen anything like a spacecraft, all made exclamations of wonder and confusion.

"It talks?" he looked to Gwendolyn, who was sitting down in the Captain's chair. She shrugged.

"Unfortunately." she typed in a few commands.

**Hey! **

"Be silent." Sargon told the ship, sitting against the wall and closing his eye. "The children and I must rest." Said children obediently assumed meditative positions, closing their eyes as well.

**Oh, right. Don't worry, you wont even know I'm here.**

Sargon the Wise didn't respond, save for the slight twitch of his claw.

**Seriously, old guy. My middle name is 'silence'. **

The ancient opened his eye slightly, glaring at the ceiling. Some of the children giggled.

"I hate machines…."

------------------

(1)- It's difficult to come up with synonyms for 'dumpster'.

(2)- Remember, Gypin is Four-Arms.

Well, there it is. A shiny new chapter. I some people ask about Ben and Gwen's parents, and how they never seemed to check up on their kids. Well, now you have a hint as to why.

Please review and ask any and all questions you might have. Oh, and if you like pokemon, I've got a new story out that you might enjoy.


	16. Inner Dialogue

Ok, I've finally come back with another chapter. Would've probably been sooner, but my internet died for three weeks. It's all fixed now, though.

**Evil Genius of the COCA**- If I didn't torture you so, how would I keep ya coming back for more?

**Armored Soul**- She's a tough girl, I'm sure she'll be fine. By the way, thanks for all the reviews.

**Breaking News**- You wound me, sir. Seriously, man. Harsh.

**Negitive-** I'll do my best. This next chapter should send you for a spin. Bwahaha.

Alright Peoples, get ready for one heckuva weird chappa.

**Chapter Sixteen: Inner Dialogue**

"I hate machines…."

------------------

Left? Right? Straight Ahead? A compass would seriously come in handy right now. It feels like we've been wondering around in these sewers for hours…… Which way is North again?

_I know the how to find the path you seek._

You shut up. I'm not desperate enough to ask you for help.

_Oh? And you would rather stay here in the sewers with our 'sister' and pet beggar? _

What did I just tell you? We'll find our own way out sooner or later. And Pen isn't a pet!

_Hmph. Let's hope you find our way out sooner, rather than later; Your little…… demonstration surely gave our position away to the Plumbers. It's only a matter of time before they track us and trap us. _

As if. I only went alien for a minute, tops.

_And that's a full minute of that toy on our wrist broadcasting our location directly to that traitorous Maxwell. We-_

-----------------------

"-Need to move faster." Jimmy glanced back at his sister and Penelope, a few steps behind him. "At this rate, we'll be caught for sure." Jenny scoffed, narrowing her eyes.

"We don't even know where we're going, _James_. Moving faster might only serve to get us caught sooner." From beside her, Penelope raised a hand timidly.

"A-and from what you told me, that would b-be bad." she spoke quietly, nearly hoping she wouldn't be heard at all. (1)

"Of course I know where I'm going!" the blond twin lied. "We need-"

--------------------

_-To listen to me. Look at the paths before us. _

What, you mean the sewer tunnels? One of these will lead us out?

_Yes. The answer is simple. _

Well, what is it?

……_I'm not going to tell you. _

What?!? Why not?

_This is a good opportunity for you to learn something. You have barely begun to discover what our body can do._

Can't lesson time wait for later? We don't have a lot of time at the moment. Remember? Plumbers tracking us down?

_All the more reason to become more familiar with our abilities. Now, close our eyes._

Alright, alright. Now what?

_Open your senses. What can you smell? _

Um, sewage. You know, because we are in a **sewer**. What did you expect I would smell? Roses? How's this supposed to get us outta here?

_Try again. And again. Try it a thousand times if you like. You'll never get it if you insist on thwarting your own attempts. _

What are you talking about? That's all I can smell! I can't just magically make myself smell what isn't there!

_You would attempt to tell me what we are able to scent? Our senses are far greater than that of any human. Stop pretending to be what you are not; Your 'humanity' will only hinder you. _

Look, I'm trying, okay? I really can't smell anything! It's not like I can just decide to gain an inhuman sense of smell. That's what Wildmutt is for.

_To rely on our lesser forms is fallacy. Their weaknesses are glaringly obvious and they are far too inflexible to be of real use. This form we now inhabit is far greater than any of them. You just need to let go of that stupid idea that we are no more than human._

I **am** human! You're the freaky monster-thing! I-

_Silence. There is no point in continuing this lesson if you refuse to learn. We must go-_

---------------------

"-Left." Jimmy pointed to the tunnel that led left, smirking triumphantly. He received a skeptical look from his tired sister, but she nodded and followed him down the tunnel nonetheless.

"T-this'll lead us out of the sewers?" Penelope asked from the back of the group, gulping loudly as Jimmy looked back at her. He quickly looked ahead again, her fearful expression causing a knot of guilt to form in his stomach.

"Yeah…" he breathed. "Once we're out, we can get our bearings."

"And then what?" The dark-haired twin spoke up, making a face as her foot got momentarily stuck in the goop that covered the floor. "We can't keep running forever."

"We aren't going to." Jimmy let out a sigh. "We're going to get to the surface, get ourselves some new clothes, and then we're going to make our way to South Dakota." Jenny gasped.

"You aren't thinking of-"

"I am." he brother cut her off, nodding once. "We're going to fight back."

--------------------

"We're looking for some….." Meexyairna glanced back and forth, surveying the battlefield. "Fugitives." The rotund Plumber raised an eyebrow at the alien, crossing his arms in front of his chest as he assumed a more relaxed stance.

"What, this guy isn't enough for you people?" He gestured to the purple and black alien he had fought. Jones was poking it curiously with his nightstick as Morrigan secured its arms and legs with electronic restraints.

"The ones we're looking for are far more dangerous." The crystalline agent explained, nudging the captive with one foot. "But you wouldn't think so, to look at them."

"Eh?" Westhaven furrowed his brow. "Wuddaya mean? They really small, or somethin?"

"Act'chally," Morrigan finished locking the bounty-hunter up, idly slapping Jones in the back of the head as he went to touch the restraints. "They're children."

"Oh?" the balding officer pulled a cigarette from his back pocket, patting his vest pouches in search of his lighter. "And what planet did the little rascals escape from, hmm?" He spotted the fire-box laying on the ground a few feet away. He deftly scooped it up and lit his nicotine stick in one move. The two Mertak employees exchanged a glance, before the mustachioed Repromag answered.

"They're _human_ children. Tennysons" Carl's eyes bulged as he began to cough, nearly choking on his cigarette. He beat his chest with one fist, bending over as he wheezed. Jones watched in confusion.

"Ah," he raised his index finger, cringing slightly as Morrigan whirled around to face him. "I- Izzat bad?" The cyborg looked away from him, turning to study some of the child-sized footprints leading away from the battlefield.

"Worse 'an you could possibly imagine…."

---------------------

"Max!" Garen waved the elderly plumber over as he ran into the room. "Over here!" He needn't bother, though, as, besides Garen himself, there were only two other people in the Main Hub.

"What's going on?" The human ran up to Veltran's side. "Who's attacking us?"

"I was just appraising Jarat of the situation." The Binarai gestured to the large Gypin on Veltran's other side. With the Commander gone, Jarat was, as second in command, now in charge of the whole security force aboard the station. "We've come to the same conclusion: They're here for Daverik." Max's eyes narrowed.

"How did they know he'd been caught?" The plumber clenched his fists. "I thought we were keeping everything under wraps?"

"A security leak, maybe?" Jarat shrugged his shoulders, crossing all four of his arms. "If there's one Daverik, there's more than one."

"Who knows?" Garen stopped the conversation from going farther in that direction. "We can figure it out later; Repelling the enemy is our current top priority." Veltran growled a few times, tilting his head slightly.

"I don't think they realize we've found them out, not yet." Garen answered, placing a hand to his chin. "So this is what we're going to do: Jarat?"

"Sir?" the red giant answered, snapping to attention.

"Get your second in command and a few of your best men, send them to guard Daverik. Then, take the rest of your men and set up a defensive line just outside the docking bay doors." The Head of Mertak Station turned to address the human as Jarat left to carry out his orders. "Max?"

"Yeah?"

"You, Veltran, and I are going to head down to the docking bay and let our 'guests' in. We're going to make sure they don't try to leave once they see the welcoming party."

"Uh, Garen?" Max stopped the Binarai as he attempted to leave.

"Yes?" the alien raised an eyebrow.

"Maybe you should…… stay here." The elderly man rubbed the back of his neck.

"What, in the Main Hub?" Garen put his hands on his hips. "Why?"

"Well….. You're kinda….. Um, you're just a little bit…" Max struggled to find the right way to phrase what he wanted to say.

"A bit what?"

"Well, quite frankly," The human sighed. "You're really, really small."

"So?" Garen didn't appear fazed by Max's words at all.

"If things go sour, you wouldn't really be much good in a fist-fight." Max reiterated. "You're practically defenseless." Garen just grinned wickedly at this.

"You just leave that to me, Max." He chuckled. "They won't know what hit them."

---------------

"So….." Gwendolyn glanced back at the now-awake Sargon. "How have things been at home? I mean, besides the whole, well, you know." The Ancient raised a proverbial eyebrow.

"Indeed." It didn't take a genius, or super powerful alien of near limitless knowledge, for that matter, to figure out the she was referring to the practical destruction of their entire race. "Your banishment caused quite the stir among our people." he recalled, speaking quietly so as not to rouse the children.

"Really?" The green-eyed Phantalin blinked in surprise. "I thought the decision to get rid of me was unanimous."

"It was." Sargon confirmed. "But, that does not mean those whom made the decision did so with without remorse."

"What, you mean that _you_ actually regret sending me away?" Gwendolyn inquired incredulously.

"Of course not." What could be called a snort escaped the elder alien. "I have no regrets, ever; I have learned that no one, not even myself, can hope to predict what might have been if we had made different choices." He shook his head. "No, the ones I speak of were those who made up the Council of Elders."

"Those stubborn old fools?" The assistant to the head researcher of Mertak Station laughed softly in spite of herself. "They're the last Phantalin I would have expected to change their minds." She leaned back in her seat. "They really wanted to let me off?"

"Not entirely." Sargon clarified, shifting slightly as one of the children nuzzled up against him in her sleep. "While they all thought you should receive punishment for your crime, they did not wish for you to be banished; You are, after all, one of the most brilliant minds of our world." The Ancient sighed, his long beard tickling the sleeping child slightly, causing her to stir briefly. The two adults waited for her to quiet down once more before continuing the conversation, in a lower tone of voice.

"So," Gwendolyn picked up where Sargon had left off. "Why banish me at all if they were against it?" The orange-eyed alien sighed again.

"You know the law. The old ways have never been changed, despite my suggestions; Banishment has always been the only punishment we have."

"You could have always pardoned me." the younger of the two argued indignantly. "If the Council didn't want me banished, like you said, they would have been right behind you!" Her eye narrowed in agitation.

"Nonsense." Sargon tutted. "Your banishment was necessary and nothing I, nor anyone else, could do would have stopped it from occurring."

"A wave of your hand was all I needed to stay! One little pardoning wave!" Gwendolyn was no longer whispering.

"And if I had pardoned you?" Sargon kept his voice perfectly level, as though he had expected this particular outburst. "What then, my daughter?" The woman's anger faltered for a moment. "Would you be joyously celebrating your separation from him?" Gwendolyn looked away from the Ancient, shutting her eye tightly.

"Stop it." she whispered.

"Would you be content to never see his face again?"

"I said stop it!" she whispered again, clenching her fists.

"Perhaps you would rejoice in the knowledge that you could never again work by his side?"

"SHUT UP!!" Gwendolyn whipped around to face Sargon the Wise, bellowing in anger as spikes jutted from her skin, seemingly at random. "DON'T YOU DARE SPEAK TO ME LIKE THAT! YOU HAVE NO IDEA WHAT I WENT THROUGH!"

"Quiet yourself." Sargon stared directly into her eye. "You will _not_ awaken these children before they have recovered their energy." The words had only a slight amount of force behind them, but they held power nonetheless. Gwendolyn resumed her normal form, flopping back into her seat with a huff, arms crossed. She refused to look back at Sargon, who could clearly hear her muttering angrily under her breath.

The Ancient rolled his eye. 'After all these years,' he thought. 'She's still a child.'

----------------

"Ha-HA!" Jenny spun in a slow circle, arms out to the sides and head lolled back as she basked in the sunlight. "Oh sweet, sweet sun! How I missed thee!" She cried jubilantly. Jimmy rolled his eyes at her overreaction to being out of the sewers.

"Oh, come on." He smiled, just as glad to be topside. "We weren't down there _that_ long." he chuckled, holding out a hand to help Penelope out of the manhole. She shrunk back from him for a moment, before lowering her eyes to the ground and crawling out on her own. The blond twin watched her scuttle away for a moment, before letting his arm drop back to his side with a small sigh.

"Phew!" Jenny held her nose as the British girl approached her, laughing as she waved a hand in front of her face. "You reek, Pen!" The girl in question stuck her tongue out at the offending remark, her good hand on her hip.

"You don't smell like a patch 'o posies yourself!" She snickered. "What say we find ourselves a place to powder our noses?"

"Sounds good to me." The female twin nodded in agreement. "How 'bout you, James?"

"Huh?" James looked up, apparently surprised. "Uh, yeah, sure." He gestured at the manhole cover on the ground. "Go ahead, I'll put the lid back and catch up." Penelope seemed all for this idea, but Jenny hesitated.

"You sure?" she asked. "We could wait." she obviously knew something was off with her brother.

"Nah," He made a shooing motion with one hand, being as nonchalant as possible to show he was alright. "You two go on ahead, really." Once again, his sister hesitated. But, after a moment, she nodded, before turning and leading Pen down the alley, towards the street. Jimmy sighed, slowly making his way over to the heavy iron disc, contemplating his new traveling companion's, for lack of a better word, fearful attitude towards him.

"Man……" Having someone afraid of him was definitely a new experience. Heck, most of the bad guys he'd trounced weren't even scared of him. Wary, perhaps, but far from afraid. Well, there was that one clown….. But, he exploded, so he didn't count. (2)

He lifted the manhole cover with far less effort than someone of his size should need to use, his mind still stuck on Penelope's fear of him. His eyes narrowed as he pondered her now timid behavior.

He hadn't meant to make her afraid of him…… He wasn't some monster; Why was she so afraid of-

**Kkkrrttch**

"Wha?!?" Jimmy's head jerked up at the loud sound of metal ripping, as though he had been asleep. Looking down, he saw that he had torn the manhole lid in half.

------------------

"Alright, Jero," Max stood in the small docking bay control room, watching the blue-masked Repromag work various consoles, while keeping an eye on the bay doors themselves, of course. "Let them in."

"Sir." The alien nodded, pressing the key to open the bay, before opening up a voice only transmission to the fake prison transport. "Attention, Arterium Prison Transport X729-14," he broadcasted. "You are clear to land. Please enter the docking bay now." Jero closed the line immediately after relaying the information, turning to the human beside him. "Here they come."

"Alright, boys," Max spoke into his hand com as the garbage scow slowly pulled into the bay. He had to admit, it looked very convincing. If Jero hadn't taken the precaution of scanning their ID codes, no one would have been able to tell they weren't legit. "They're coming in, remember the plan. Let's try to make this go as smoothly as possible." He glanced over to Jero, who hefted a large rifle awkwardly. "And, for the love of God, be careful where you aim; There's lots of us and only a few of them."

"Yeah, yeah." Garen's voice came back over the line, sounding highly sarcastic. "Let's just get on with it already; go greet our guests, Max."

"Right…" The human acknowledged the command under his breath as the rear door of the enemy vehicle slowly slid open, two hostiles calmly stepping out. The Gypin that had spoken with Garen was the first to exit, in all his four-armed glory. He was gigantic, even for a Gypin, with a long slash over his left pair of eyes. Directly behind him came a female Repromag with a purple mask and more than a few weapons added onto her cybernetic parts; She was a veritable walking armory. Max smiled in the most friendly manner he could as he walked over to them.

"The prisoner?" The Gypin got straight to business, acting a bit too bored to actually be relaxed. He and his partner's movements were slightly stiff and tense, proving just how on edge they actually were under their facade.

"Right this way." The ex-plumber pretended not to notice the holes in the duo's acting, instead playing the part of the unaware guide. The aliens ate his act up, dropping their guard slightly. Just what Max wanted.

"Oh, by the way," The human grinned genuinely as he placed his hand on the panel to open the door.

"What?" The Repromag growled, obviously annoyed at the delay. Max pressed the panel and the door opened, revealing a rather large group of soldiers with their weapons trained on the faux prison transport guards.

"You're under arrest."

--------------

_Bloodkillmaimdeath_

Ben's eyes shot open.

_Revengediealldead_

He gripped the sides of his head, trying to block out the horrible images.

_Painscreaminglifefading_

They were loud, oh so loud. Was it their screams he heard, or his own?

_Nothinglefthatefly_

His heart raced, his blood boiled. Someone was shouting his name.

_Search_

He would find him, not even death could stop him.

_Destroy_

All he held dear, all everyone held dear.

_Kill_

He would be the end of all things.

"BEN!" As Gwen and Penelope hovered over him, everything began to fade……

_Silence_

---------------------

(1)- When you're that afraid of someone, you don't want to get their attention.

That last part would look awesome animated.

Wise man say: 'Readers are golden, but reviews are divine.'


	17. Prophecies and Memories

Back again, late as always. Eh.

**The Mist X**- My, my. Lots of reviews. Some harsh, some merely questioning. Firstly, I know the original names have meanings, I just don't think they fit. Wildmutt, to me, resembles in no way a fox wizard. And so forth for the rest. Secondly, Gwen didn't realize the why she couldn't move, only that she couldn't. I'd call that quite the flaw. Thirdly, can you make your skin and insides become more dense at will? Fourthly, like I've explained, the levels of a gas planet are much like the levels of the ocean. The farther down you go, the greater the pressure. Level five is the only solid part of the planet, and it surrounds the planet's core. Fact of the matter is, no one has ever actually been to a gas planet, so we have no idea what's in the middle. It could be liquid, solid, or even just more gas. Fifthly, Commander Morrigan is not XLR8. He just happens to be of the same race. He's a cowboy because I thought it was funny and lent him a nice personality quirk. And, Sixthly, I'm not even going to start discussing the properties of ectoplasm, which is more of a theory than an actual substance. Needless to say, such a discussion would get nowhere fast. Finally, If you are going to criticize, at least _attempt_ to spell correctly and use some semblance of grammar. That way I can understand what your beef is.

**Captain Deadpool**- Hm, interesting. I've heard of the shadow in passing, but, with the thousands of different comics out there, I never learned much about him.

**ArmoredSoul**- Welcome back. Embarrassing as it is, I tend to forget what's happened as well.

**Anubis-of-Egypt**- It's good you like dark, cause things only get darker from here.

**Carved Wolf of Emerald**- I do that with stories I enjoy, too. Glad ya like it so much. To tell you the truth, I simple can't write a single plotline without breaks in it. I just get too bored.

**Fuyu Kurenai Sanshoku**- I know what you mean. And it was going so well, too. I think it's been heading downhill since he started getting more aliens.

Ok, folks, here's the latest chappa.

**Chapter Seventeen: Prophecies and Memories**

_Silence_

-----------

All was quiet in the small craft. Gwendolyn had not spoken since her argument with Sargon, furious both at herself, because she knew he was right and there was nothing she could do about it, and at him for being such a jerk about being right. Everything with the Ancient was 'lesson' this and 'learning' that. The researcher huffed to herself again. The geezer probably hadn't even missed her.

"I never said that..." The geezer in question spoke quietly, interrupting her thoughts.

"Stay outta my head!" Gwendolyn snapped over her shoulder, refusing to look at him.

"It is not my fault that you broadcast so loudly when you are angry." Sargon chuckled, causing the female Phantalin's outer skin to tinge pink for a moment. Even as a child, her anger had caused her to lose control of her more basic abilities. She had gotten better, of course, but she still slipped up from time to time. She took a moment to calm herself, before turning to the older alien.

"Look, I-" She was cut off as the girl in Sargon's lap jolted awake with a screech, her eye glowing a bright silver.

"BEWARE!" She screamed, waking the other children as well. "The Prophecy is nigh!" Sargon and Gwendolyn gasped simultaneously, and one of the older children started crying. The other children paid him no mind, whispering amongst themselves as the girl continued with her divination.

"His rise to power has now begun!" she recited the prophesy from the Phantalin homeworld, only she ominously spoke it in present tense, as opposed to the future tense in which it was originally written. "All will be lost as the two become one!" she began to jerk about oddly, as though being physically struck by the very words she yelled.

"None can stop him, flee from his path! No one will be spared from his terrible wrath!

"The stars will shake as his presence draws near! The Heavens will quake, Angels trembling in fear!

"His anger will burn, worlds shattered apart! Death will rein, his vengeance at the heart!" Steam, quickly followed by smoke, began to pour from her eye tract, and even her eye itself, the raw power behind the message too much for her little body to contain. Still, she continued to dictate her horrifying vision.

"All will be lost, all he will consume! Nowhere left to run, the last stand before doom!

"His pain is immense, wounds beyond compare! But he shrugs it aside, weapons glance off like air!

"Defenses are crumbled, offenses for naught! No force can stop what cannot be fought!

"All life is over, as his wounds quickly mend..." The smoke slowly lessened as the girl began to float back towards the floor of the ship. "He leaves this plane, he has others to rend." she collapsed, falling into Sargon's arms again, silent, as the last of the smoke dissipated. The rest of the children were now wailing along with the first.

"Then it is truly over..." Sargon locked his mournful eye onto Gwendolyn's terrified one. A cough from the diviner child brought their attention back to her. They found her eye was still glowing.

"But all hope is not yet lost." She whispered, her words now deviating from the prophesy entirely, her voice weak. "This may yet be stopped.

"His rage she can still, his hand she may stay, Though his thoughts are confused and his path lead astray.

"A millennia old and yet still a boy, his trust has been shattered by tactics employed.

"Those from before him shall answer his call. Except for the girl, wary of them all.

"She shies from his gaze, though their bond shall be great. She fears what he is, though her trust is innate." She blindly reached a tiny hand out towards Gwendolyn, pointing directly at the researcher.

"From your labs they were born, and so shall they return. Lead by the past, shocked by what they will learn." Her hand dropped, though she continued to stare blankly in Gwendolyn's direction.

"So then it shall be where the turning point lies." The child's eye began to flicker back to it's original pink. "True love must be formed," she coughed. "Or the universe dies." Her eye stopped glowing, fading back into pink, though still splashed with silver. She could barely stay conscious.

"Rest, my child." Sargon intoned softly, stroking the side of the child's face. She slept. The Ancient turned to the rest of the children, all of them crying with various intensities. "Sleep." he commanded, power reverberating behind his simple sentence. The children promptly dozed off where they sat.

"I gotta learn that trick..." Gwendolyn mumbled distractedly, pulling Sargon's attention back to her. A slight probe into her thoughts told him she was slowly spiraling towards panic.

"We are far from the station?" he asked after a moment, causing her to blink out of her slight trance and effectively distracting her from her thoughts..

"Uh..." she glanced at the controls, enabling Celine's audio again with the press of a button. "Celine, how close are we to home?" She blinked in direct response to her own words. Mertak, home? Not Anur Phaetos? Huh, when did that happen?

**We're about a Teraquin away. We should be near transmission range within the hour. **

"Huh." Sargon let out a single chuckle. "So, it is not entirely useless after all."

**And I've got a great personality, too. **

"Celine," Gwendolyn rubbed her forehead, already feeling the onset of a headache. "You _are_ a personality." She rolled her eye, shaking her head at Sargon.

"Who in their right mind would create such a thing, I wonder?" The Ancient shook his head as well, sighing.

"A truly demented soul, lemme tell ya." Gwendolyn grinned. "I'm not sure if she actually has any duties back on Mertak, but her official title is 'Assistant Chief Programmer'." She laughed. "I don't think there's a computer on the whole station that she hasn't programmed a completely frivolous animation into. Avoid her if you can."

**Hey-!**

"I was already planning to." Sargon cut Celine's protest off, before changing the subject. "Is there any way to go faster than our current speed?"

"Yep," The green-eyed Phantalin confirmed, flipping Celine's audio off again so she wouldn't have to hear an exact number. "We can probably go about twenty-five or so percent faster."

"Then make it so." Sargon nodded. "The information we have just obtained must be shared as soon as possible." Gwendolyn turned forward again so the Ancient wouldn't see her fear.

"Yeah..." her thoughts immediately shot back to the girl's words. 'From your labs they were made...' She shivered. Garen wasn't going to like this.

--------------------

Someone was laughing.

A dark, sinister cackle. After a moment, Ben realized the laugh was coming from himself. Then it started to come back to him.

The sense of freedom caught him off guard. He had blocked that sensation out before, afraid of it, so it struck him surprisingly hard now.

He laughed even harder at that.

After his own laughter, other sounds began to come into focus. The hum of electronics, the whir of half a dozen motors, several different rhythmic, steady thumps. Though, one of those sets of thumps was getting slower, weaker, he noted.

He was moving, fast. Faster than he ever remembered moving before. Not even XLR8 moved this fast. He zipped back and forth, a flash of light, followed by a small explosion, hit the ground behind him as he rushed in seemingly random directions. Though, he was restricting his movements, he remembered. He would stop whenever he got to the edge of... What was it? Oh, right. The smoke. He wouldn't leave the cover of the smoke.

Why was that again? Another beam of light and explosion reminded him why. He felt the grin on his face grow even more deranged as he remembered the robot. A hunter-killer model, all for him to destroy. It was floating above the smoke, trying to shoot him. He cackled some more at how pathetic the machine was.

A quick turn, a leap, and he found himself careening towards the robot. He giggled to himself as he passed it in the air, faster than it could follow, and reached out to its chest, giving it a playful hit.

The Power. He had forgotten the power until now. It filled every fiber of his being. His simple bop to the robot had put a severe dent in its armor. He could easily take it out with one hit, he realized, but he didn't. He was having too much fun for that, was feeling too much power and energy to end things so quickly. He giddily made several passes at the machine, damaging it with the same light hits as before and reveling in the glee of watching it slowly break apart.

Then it moved. Flew straight up. Not out of his jumping range, for sure, but the movement itself gave him pause. He wondered what it was doing. Something interesting, he hoped. He briefly thought that he was enjoying this too much, that there was something he should be doing, but the thought passed as quickly as it came.

Besides, the robot was doing something cool. It had turned its arm into some kind of energy cannon. Though, he thought, it could do without that annoying whining sound. And then it had shot at him. Well, in his general direction, anyway. Its aim was way too far to the left to actually hit him. As it entered the smoke, the little voice that questioned his enjoyment decided to speak up again, more urgently this time.

Information suddenly raced into his brain, making him gasp. Speeds, trajectories, distances, time-lines, supplies, and more flowed into his mind. Calculations on rates of detonation and acceleration and dampening factors made themselves known. His eyes widened as he recognized the bomb for what it was.

And that voice was screaming.

'_SAVE HER YOU FOOL! SAVE HER!' _He was suddenly horrified. Gwen was in danger. _'MOVE! SHE'S IN THE BLAST RADIUS! HELP HER!' _

And the bomb detonated.

Time seemed to slow down. Maybe it actually did. Even in slow motion, the expansion of the pink orb was lightning fast. He was faster. He found himself at Gwen's side, without remembering how he got there. Her wound disappeared as he picked her up, a fraction of his power flowing into her.

Then, he was in the air again.

He slammed into the hunter-killer from above, kicking it into the orb. The expansion halted for a sliver of a moment, before continuing unimpeded, the robot erased from existence.

Time reasserted itself.

He knew he couldn't outrun the orb for long. He placed Gwen at the edge of the clearing, propped against a tree. Then, he was in front of the orb again, slamming his palms into it. It faltered as his hands sunk into its pink surface. Ben grit his teeth as the orb slowly expanded, centimeter by centimeter. It was literally dissolving his arms.

Then, he was up to his elbows in it. He was fighting a losing battle. He couldn't regenerate fast enough to stop the orb from expanding.

And she was there. She stood beside him, eyes vacant. She wouldn't leave. He yelled at her, cursed at her, threatened her. She stayed.

The voice returned. It used his mouth to speak. It said things to her, words without meaning. She nodded, her eyes still empty. She placed her own hands on the orb, even as Ben regained his voice and screamed for her to stop.

The orb stopped. Then it receded, quickly. He felt a new energy fill him, felt his arms rebuild themselves. The orb dissipated.

_Ben..._

She fell to the ground, unconscious. The world began to blur.

_Wake up, Ben..._

Everything faded.

-------------

Private Persly, a Tophgler on the security team, was down, likely dead. Took a shot right in the gill cover, which shattered. He'd flopped on the floor for nearly thirty seconds, before growing still. Max had tried his best to reach him, but, like everyone else, he was pinned down by enemy fire. That Repromag was unleashing barrage after barrage of laser blasts. The amount of firepower she had was ridiculous. Even if he could get to the downed soldier through all of it, it was too late, now.

Jero, from behind a stack of crates, took careful aim and shot one of the many fire detectors that lined the ceiling, causing the fire suppression system to activate. Which turned on the sprinklers. This did two things.

One, it forced the Repromag to cease her attack, for fear of getting water in her circuitry. She shrieked, then barreled through the soldiers at the docking bay door.

Secondly, it proved Max wrong about Persly. As soon as the water touched him, he began to wriggle about again, cupping his paws under his gills to try and submerge them. He wasn't going to be able to fight, but at least he wasn't dead.

A loud crash brought Max's attention back to the fight. He looked away from the Tophgler, as he heard Jero yelling over the radio, informing the guards at Daverik's cell that the Repromag was approaching their position. His gaze quickly found the source of the crash. The scarred Gypin had begun throwing things at the soldiers from behind his cover; The scow he flew in on. The crash had been from a seemingly randomly placed barrel he'd found back there.

Then Garen arrived, and things got interesting.

-----------------

"Ben, please," Gwen's voice floated over to him, from his left. "Just wake up." her breathing sounded hitched, like she was trying not to cry and failing. She continued to say the same thing, over and over. From his right, another, even quieter mantra was being repeated.

"This can't be 'appining, this can't be 'appining." The accent was a dead giveaway for Penelope. He was a bit surprised at how afraid she sounded. Or, rather, that she was scared _for_ him, as opposed to being scared _of_ him.

It was then he remembered to start breathing again.

"Ben!" Gwen let go of his hand as he took lungful after lungful of air, instead placing her hands on his shoulder and behind his back. Penelope mimicked the other girl's position with her good arm and the both of them helped him to sit up. After a few moments, he managed to bring his breathing under some semblance of control, at which point Gwen threw her arms around him in a loose hug, careful not to constrict his breathing.

"You idiot." she cried into his shirt. "I thought I told you to never scare me like that again."

"You alright?" Penelope's hand had yet to leave his shoulder, as if to keep him anchored in the world of the living. "You were 'avin some kind a seizure or somethin'." Ben just nodded in response, still a bit breathless. He couldn't recall the 'seizure' she was talking about, or the events leading up to it, but the dream, or rather, the memory, was clear in his mind. He shivered involuntarily.

Gwen immediately noticed, being pressed up against him. She pulled out of the hug and looked up at the sky, which was no longer sunny, as it had been when they'd emerged from the sewers. Large storm clouds had managed to blow in while Ben was out and had apparently been letting loose with the rain for some time, as, he finally noted, everyone was soaking wet.

"We need to get him out of this rain." The black-haired girl said, gesturing for Penelope to help her get Ben to his feet. The parka-clad girl nodded, slinging one of the boy's arms around her shoulders, hissing lightly when it made contact with her left one.

"Where to?" She pulled Ben up, grabbing onto one of the belt loops of his pants with her good arm. Gwen moved to help him stand as well, only to have the blonde shrug both girls off.

"I'm okay." He wobbled unsteadily for a moment, before gaining his balance, one hand pressed to the wall of the alley. At the incredulous looks his companions sent his way, he added, "Really." He let go of the wall to prove his point and nearly fell over again.

"Yep, you're the picture of perfect health." Gwen rolled her eyes as she steadied him with a hand on his shoulder, despite his protests. "You get any healthier and we'll need an ambulance." She nodded to Penelope. "This is your town, anywhere around here we can hide for a little while?"

"Well…" The brunette thought for a moment, trying to judge where the closest hidey-hole lay. "There's an outta use subway station not too far from 'ere." she snapped her fingers a few times, searching her mind for an estimate. "About two blocks, maybe. But rumor 'as it that a creature lives in it."

"A creature?" Ben echoed, raising an eyebrow. "Seriously?"

"Hey, I thought it was rubbish too." The parka girl defended herself, raising her good arm in a half-shrug. "But, seein' as you can turn into a flamin' alien, I'm not quite sure what is or isn't an 'oax."

"Good point." Gwen nodded. "Is there anywhere else you think we could get to?"

"Well, there's a couple a-"

"How long was I out?" Ben interrupted, eyes narrowed. He seemed to be concentrating on something.

"Um, twenty minutes, maybe?" Pen supplied, looking to Gwen for conformation.

"Yeah, around that."

"Take us to the station." He ordered, looking over at the uncovered manhole a few yards away. "We're gonna have company soon; If there is a 'creature', maybe he can distract whoever's following us."

"Wot?" The British girl followed his gaze. "You mean they tracked us through the bloomin' sewers?"

"Ben?" Gwen gave him a questioning look.

"They have their own XLR8." He explained, answering her unasked question. "I caught a glance of it back when we, uh, ran away from that Plumber." Gwen's suspicious stare held for a moment, giving him the distinct impression that she didn't buy his story, but she didn't press the issue.

"Right." She turned to Penelope. "If that's the case, we'd better hurry."

However, as the exited the alleyway, the plate-glass window of the store to their left exploded outward as a body flew into the street.

---------------------

"Sewers, had to be sewers." Meexyairna grumbled under her breath as Commander Morrigan lead her through said sewers, tracking the runaway children. It was slow going, unfortunately, as he lost their several times, only to regain it five or so minutes later.

"Could be worse." The Commander offered from up ahead, scouring the walls for handprints, which had helped him recover lost trails several times.

"Oh, really?" The Mikarin groused, rolling her eyes. "I'm being lead though the sewers in search of a couple of pintsize super-terrors who are probably capable of grinding me into dust _and_ I'm missing movie night back on Mertak. How could this be any worse?"

"Well," Morrigan stopped for a moment, examining a spot of blood. Meex, not really paying attention, continued to walk and tripped over his tail, landing face first in the rank water. "That could happen."

-------------

Huh, for once, I don't have any numbered author's notes. I like writing prophecies.

Well, you guys know what to do. I've tried cajoling, I've tried asking, and I've even tried begging. Now, I'm simple saying this: If you're gonna review, review.


	18. The Art of the Filler Chapter

Ok, another chapter is finally here. It's filler, really, but I think it's done well enough for me to get away with it.

Flamefeather Pen- Ok, I'll answer each number in turn. 1. Ok, that's fine. I still like the new names better, though. 2. That's the beauty of it. To me, it seems like they just threw in new forms so they could dazzle the audience and not have to worry about character development or good storyline.By keeping the first ten only, I'm trying to show that a good story can be done without tossing in new gimicks whenever viewership starts to dwindle. 3. That's kind of the point of AU stories. You know, 'Alternate Universe'? 4. Thank you. I read a lot of C.S. Lewis, and I like the way he describes everything. 5. You ever watch a movie that had high potential, but failed to reach it because the characters were drab and without backstory? I have, so, in my stories, everyone has a backstory. 6. Thanks, it's nice to know they're doing their job.

Mikazuki Hime- Ok, you got me there. However, I'm gonna be expecting reviews from now on, young lady. Glad you like it.

Evil Genius of the COCA- At least one guy took the bait... err, I mean, Yes. Them falling in love will be hard to manage. As for the part at the end of sixteen, well, you can probably count on more of that type stuff.

Tsugumi Winters- Tiptoed, eh? Maybe you should sit down or something. Less foot strain.

Adam- More than an experiment, indeed. As for the prophesy: Red herring, anyone? Or maybe not. This could easily be a red herring.

ArmoredSoul- She's a giant rock, I'm amazed she has any coordination at all. Dissolving arms equals Ouch.

Shinigami-Merc- As prophecies should.

Death's Pet Fox- Problem is, I'm a sucker for not totally bleak endings. I'm actually tempted to end the story before the end and then write two sequels. A happy ending, and a dark ending.

Ok, peoples. Chappa.

**Chapter Eighteen: The Art of the Filler Chapter**

However, as the exited the alleyway, the plate-glass window of the store to their left exploded outward as a body flew into the street.

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Ben saw the man hit the ground, rolling over himself, as well as multiple shards of glass, several times before coming to a stop on the rainy street. He saw the blood pour from more than a dozen lacerations, one of them dangerously large. He saw the bear of a man, wearing a ski mask, lean out the window to view the man he'd just thrown, an almost cliché sack of money gripped tightly in one hand. He saw Gwen stiffen, her muscles tensing, and Penelope's wide-eyed shock and surprise.

Ben could feel the electricity in the air, the raw tension sending a shiver up his spine as the man turned and saw them. He felt his cousin's grip on him tighten protectively, and felt Pen grab his other arm as she took a step back. He felt his own hands ball into fists as the giant began to lumber out the window, towards them. He felt his heartbeat slowly speed up and his weakness drain away.

Ben heard the crunch of glass under the robber's boots as he drew near. He heard Penelope's nearly silent whimper of fear and Gwen's teeth grinding together nervously. He heard the man on the ground wheeze for air, clinging desperately to consciousness. He heard himself swallow loudly as the robber stopped walking and fixed them with a dark glare.

Ben smelled the blood coming from the man on the ground as his head lolled towards the children. He smelled the sweat and dirt that covered the robber. He smelled the fear rolling off of Penelope in waves as the man contemplated aloud what to do with them. He smelled the anger and trepidation flow from Gwen as the large man suggested he should just 'kill the witnesses'. He smelled the confusion from both the girls and the robber as he burst out laughing.

A dark, sinister chuckle.

And then, he tasted blood.

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Klecks grabbed another barrel and lobbed it around the side of the scow. It exploded upon impact with the crates some soldiers were hiding behind, sending them scrambling for cover. He wasn't exactly sure why exploding barrels were littered about the docking bay, but he didn't want to question a good thing. (1) Instead, he simply gripped his rifle more tightly and peeked around the scow, noting a distinct lack of return fire from the security force. They were nowhere to be seen.

"Party over already?" he grinned suspiciously, knowing his enemies were up to something, and pulled his head back behind the scow. He listened intently, straining his non-existent ears to hear over the sound of the water from the fire suppression sprinklers hitting the floor.

There... A rhythmic, mechanical whirring, in time with heavy, metallic clanks. A robot of some kind? Nothing he hadn't expected to run into, at any rate. Only one, by the sound of things, and big. Really big. He was about to peek around the side of his cover again, when a familiar voice boomed.

"Unidentified Gypin, surrender now!" Wasn't that the voice of that one little guy? The one he had to talk to to get in? There was a definite synthesized quality to it, but, yeah, it was definitely that Gary guy. He opened his mouth to make a sarcastic retort, but was cut off as Gary yelled again.

"Time's up!" as the mechanized voice sounded, the scow was suddenly rammed, sending it skidding forward a few inches. This caused Klecks to stumble forward as well, and nearly lose his balance in the process. He quickly whipped around, rifle at the ready and extra hands balled into fists. The scow was slammed again, the screech of metal somewhat muted this time, as though it were coming from...

"DRAS'NINE!" the Gypin cursed, rolling away from the faux prison-transport just in time to avoid the long metal arm as it broke through the back. He was back on his feet in an instant, rifle blasting at the soldiers who were now firing on him as he ran for more cover. He ducked behind a stack of crates, peeking around them to watch the robot tear the rest of the way through the stern of the scow, before stepping out of the ship's shadow.

What stepped into the light was the goofiest looking robot Klecks had ever seen.

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"Ben, NO!" Ben dropped the robber and stumbled back in surprise, letting out a gasp. The giant was screaming unintelligibly as tears and blood poured down his now partially unmasked face. The mask had been torn nearly in half and the uncovered area, which stretched from just below the left eyehole to the bottom of the mask, bore four long, symmetrical cuts. His left arm was clutched tightly to his chest, even more blood flowing from his hand, which appeared to be missing a good chunk of flesh from the back.

And, suddenly, Gwen was there. She pulled him back by his arm, stumbling slightly over the wet asphalt. Penelope appeared, her face pale and eyes wide, as the sirens in the distance slowly began to grow louder. She grabbed Ben's other arm with her good one, her entire body shaking as she helped Gwen pull him along.

Ben lost his footing several times as they rushed towards the abandoned subway station. He couldn't seem to focus on anything anymore. He was aware of the slowing rain, Gwen's desperate urging for him to hurry, Penelope's attempt to keep him on his feet, and his own lack of balance, but couldn't seem to muster up the energy to care.

The two blocks to the station felt like two miles. Two wet, cold, draining, miserable miles. Ben wasn't even trying to keep walking anymore. Gwen and Penelope were practically dragging him by time they reached the boarded up entrance to the underground.

Penelope managed to squeeze through a small opening near the bottom and called the all clear a moment later. With no small amount of difficulty, the girls managed to get the prone form of Ben through the hole as well, doing a pretty decent job of avoiding sharp edges and rusty nails, followed by Gwen.

Just as Ben lost consciousness again, he heard a growl.

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**Tick**..._twitch_

An old fashioned, that is to say, Earth-style, clock hung on the wall, ticking away in synchronization with the clocks on the planet of said clock's origin, in the time-zone Ben was thought to be in. It ticked exactly once every second, on the second, alien technology reinforcing the original design to keep it perfectly on time, without fail.

**Tick**..._twitch_

A few feet away, a ticking of an entirely different, though no less consistent, manner was taking place, in precise harmonization with the clock, and, as such, with all the clocks in the Mid-Western time-zone of the United States of America, barring, of course, those that were on the incorrect time.

**Tick...**_twitch_

It was an impatient, nervous, annoyed twitch; A slight convulsion, a spasm of miniscule proportions, in the muscles above the left eye, making the eye squint ever so slightly for a fraction of a second, in a manner visible to everyone except for the person twitching, only to revert to, and thus reassert, the forced façade of calm over what could only be described as a volcano of teenage anger and frustration; This process repeating every second on the second in a seemingly unremitting cycle of escalating irritation, with each occurrence bringing the twitcher undeniably closer to a violent and devastating eruption of the very emotions that were so recklessly and desperately being bottled up. (2)

**Tick...**.

And that's exactly what happened.

"GAAAAH!!!!" Kevin burst from his seat in an explosion of motion and rage, lunging for the clock. He rammed straight into it, breaking it into a million little pieces. The wall didn't fare much better, receiving a dent that covered its entire face. "SHUT UP, YOU STUPID CLOCK!" he continued to pound at the pieces on the floor, grinding them into dust under his fists and feet. That accomplished, he incinerated the powder with a massive ball of flame.

Which turned on the automated fire extinguishers. It took mere seconds for the white foam to completely envelop the behemoth teen. Another explosion of anger was imminent, but, luckily, the only door to the tiny room opened at that moment.

"Twenty-three minutes, seventeen seconds." Torgon leaned casually against the door frame. "You made it a whole fifteen seconds longer this time." he reported.

"This is bogus." Kevin snorted, attempting to wipe some of the foam from his head. However, his attempts only smeared the white stuff deeper into his hair, much to his dismay and annoyance. "Who cares how long it takes me to blow up a clock?" Torgon rolled his eyes.

"You'll never beat Ben with that kind of thinking." the fish-like creature reprimanded. "If you don't learn to control your temper, you'll always be exactly what you were made to be." Kevin frowned, shaking the foam off like a dog. A large, mutant dog that walked upright and had a tendency towards psychotic episodes.

"What's that 'sposed to mean?" he took a step towards Torgon, eyes narrowed in confusion.

"Nevermind, it's not important." the surprisingly sedate psycho waved the question off, pulling a bowl seemingly out of nowhere. "Have some ice cream." The teen took the bowl, with slight hesitation.

"Uh... Ok." Upon taking the first bite, Kevin dropped to the floor, unconscious.

"Huh..." Torgon squatted down, poking the inert boy. "Guess I miscalculated the dosage on those tranquilizers..."

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"Ah see a light up ahead..." Commander Morrigan peered down the tunnel, his telescopic night-vision serving him well in the underground gloom of the sewers.

"Think that's where Ben and Gwen went?" Meexyairna, arms crossed over her wet and shaking frame, trailed a few feet behind, watching the cyborg-lizard carefully in an attempt to prevent herself from tripping over his long tail again.

"Well, their trail is leadin' in'nat direction." He shrugged. "It's weird, though." Meex looked up.

"What is?" She asked, an eyebrow raised. The Repromag in front of her stopped, she wisely did the same.

"Look at this." he gestured to the wall, where a handprint was clearly visible, and relatively fresh to boot. "This is what Ah'm talking about."

"Can you tell if it's one of theirs?" Meex squinted at the slowly fading print, careful not to breathe on it. Morrigan nodded in response.

"Ah can," he confirmed, before shaking his head. "And it ain't." He traced a claw around the handprint, without actually touching the wall. "It's too small ta be Ben 'r Gwen's. Someone else must be with 'em."

"Think you can scan it for- wa- wachoo!" Meex's arms flailed as she sneezed, nearly bowling the Commander over. "Aw, no..." She stared at her hands in dismay, slowly curling and uncurling her fingers. The felt a little stiffer than usual. "Great, Just great. I think the water gave me Minites." Morrigan's mask slid up, showing his look of confusion.

"Ah didn't know ya crystal-heads could get sick." he stroked his mustache.

"We don't get sick, per say," The Mikarin shook her head, before sneezing again. "But the minerals in the water get absorbed into our skin and build up at the joints, which (achoo!) can make it pretty difficult to move." She bent her arm at the elbow several times for emphasis.

"An' the sneezin'?" Morrigan pointed to his nasal openings.

"It's just my body's way of expelling the minerals." As though it were on cue, Meex sneezed once more, a small spray of pebbles, apparently comprised of the aforementioned minerals, flying out of her mouth. "And standing in this water isn't helping."

"Ah know what ya mean." The lizard lifted up one leg, shaking his foot vigorously. "The stuff's gunkin' up mah frictional sliders somethin' fierce." He slid his mask back down, before turning and continuing to trudge towards the distant light. "An', before ya ask, there ain't any finger prints."

"Wha- On the hand print?" Meex blinked, glancing at the nearly non-existent hand print. By now, it had faded to the point that she could barely see it's outline, and that was only because she already knew where it was. She shivered, suppressing another sneeze. "You mean, there were none visible."

"No," Morrigan shook his head, not looking back. "Ah mean, there weren't any. Whoever's hand it was, they ain't human."

Meexyairna shivered once more. This time, it wasn't from the cold.

-----------------------

Deep within the crew quarters of Mertak Station, there sat what would be best described as a living room. Not to say that the room was alive, at least not literally. The gathering place for recreational activities among the crew was metaphorically alive, however, with the activity of the three gathered there. However, their activities were not of the recreational persuasion, but, rather, business of the utmost import.

Takin fidgeted nervously in, ironically enough, an easy chair on the side of the room closest to the docking bay. She would type commands distractedly into laptop, which had a direct connection to her station in the main hub, and glance towards the door every few moments, nibbling apprehensively on her claw. Every so often she would stand up, leaving her laptop in the chair, and pace, eventually winding up in front of the snack dispenser. She would never get anything, only stare at the colourful display blankly as she slowly realized she wasn't hungry. Then, after a minute or so, her fishy feet would carry her back to her seat, where she would resume monitoring Ben's bio-signs as well as she could with the Omnitrix no longer transmitting. The hope was that, eventually, Ben would eat or drink something indigenous to a specific area and give away his location.

The second occupant of the room, the ever-silent Repromag, Miskin, lay sprawled upside down on one of the many couches that littered the room, his legs curling over the top of the headrest and his head hanging inches from the floor. He seemed completely at ease, tinkering idly with a small machine as diagnostics, statistics, and mathematical figures flooded past his visor. The small size of the device in his claws belied its great importance, or, rather, its potential to be greatly important. When Ben had gone off the grid two weeks prior, Garen had ordered Miskin to begin work on upgrading a rather common device: A DNA scanner. The Robotician was attempting to do three things with it: One, decrease the size without decreasing the effectiveness of the scan; Two, Make it fly without making it more detectable; And, Three, turn it into a tracker. Basically, make something out of nothing and, at the same time, make the nothing even less. Quite frankly, Miskin was hoping Gwendolyn would return with her psychic friend before too long so his boss would stop pressuring him to do the impossible.

The third and final occupant of the room sat not on a chair or couch, or even the floor. Nor did she stand or pace. Glint, the Chief Programmer for Mertak Station and all around computer expert, stood upon the ceiling. Like Miskin, she too had been given a task two weeks ago. She was charged with reconnecting the Omnitrix to their systems and reactivating it. Her multi-lens eyes and multiple hands allowed her to easily work two computers, which she found to be a tremendous timesaver, as her newest task commanded the use of a computer as well. Her most recent assignment? She was to catalogue and track all inactive projects on Earth. After the way FEATHERSTEP had suddenly activated when in the vicinity of Ben, and with the way the Omnitrix had broadcasted for about forty-seven seconds a few hours afterward, Garen thought it would be wise to keep an eye on all the station's other 'estranged children'. She had buzzed in annoyance upon receiving the job; She was a computer expert, not a nanny.

"What a waste of my talents." the Increnoid grumbled. "Reduced to watching a bunch of- ah?" she was distracted from her negativity by a flashing warning on one of her monitors. "No way…" She dropped from the ceiling, her wings fluttering rapidly to keep her aloft. She quickly zoomed over to Takin, whose attention had been caught by her sudden descent from the ceiling.

"What's up?" the Tophgler greeted. Glint had no time for such formalities.

"What's Ben's status?" she demanded. Takin paused for a moment, the sudden query taking her by surprise. Glint had no time for pauses. She quickly swiped the laptop from the other woman, checking for the information she wanted herself. When she found what she was looking for, she tossed the laptop back to Takin, who fumbled to catch it, and turned around, only to find Miskin standing directly behind her.

"You," she pointed a claw at him, before pointing to the door. "Find Garen, tell him I've discovered something. Something monumental." Miskin tilted his head toward her, as if to say 'Seriously? You want me to go and talk to the guy in the middle of a gun fight?' "Stop staring at me like a moron and go!" Glint yelled. "We don't have time to lose and Garen doesn't have his hand-com with him!" She knew this because she had tried several times call Garen and complain about her assignment, with no answer. Miskin still appeared unsure, however, and turned to look at Takin.

"Go ahead." the Tophgler nodded, sounding a little annoyed at the treatment of her laptop. Miskin nodded in response, before turning and zooming in the direction of the docking bay. Takin peered at her laptop screen. "So, care to share the big discovery?" she paused, checking the information Glint had brought up. "And why's it so important that Ben's asleep?"

Glint looked the fishy alien over, as if sizing her up. Finally, "Because," she said smugly. "EP-713 isn't."

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(1)- I don't why there always seems to be random barrels littered around docking bays and spaceship hangers, but they are.

(2)- Over one hundred words long, this is the longest sentence I've ever written. It's become a bit of a challenge for me, throughout my stories, to write longer and longer sentences and still have them be grammatically correct.

So, we finally meet the much talked about Glint. She's a bit of a pompous jerk. For a filler chapter, we got a lot done.

_Just how goofy does Garen's robot look? What was the growl Ben heard in the subway? Who did the strange handprint belong to? And, What is Glint talking about? _

_**Find out in the next exciting chapter! **_


	19. The Wolf's Dancing Shadow

Well, this is certainly faster than usual, isn't it?

**Flamefeather Pen**- Hmm, hard to answer a review that's all answers itself. I do appreciate the review, though.

**Evil Genius of the COCA**- For once, I actually am updating 'soon'. Aw, don't keep your predictions to yourself, they're so enjoyable to read.

**ArmoredSoul**- Two for three, not bad. I do believe it is, as well.

Three nice, quality reviews. Chappa.

**Chapter Nineteen: The Wolf's Dancing Shadow**

"Because," she said smugly. "EP-713 isn't."

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When she was very young, that is to say, too young for her to remember how young she actually was, Gwen had found herself in a similar situation. It was dark, Ben was asleep, and she was afraid. And, like back then, she was hiding. Unlike the clear-cut bad guys and creatures she now hid from, however, the monsters of the past were nigh indiscernible from the shadows in that dark, twisted memory world. The writhing, black shapes and masses that could only be seen when you weren't looking directly at them. For, if you did, they would re-assume their innocent façade of being ordinary household junk and invariably be blamed upon your imagination, only to sneak up on you the moment your back was turned. She could feel their dark tendrils sliding past her ankles, sense their evil presence looming closer, and even hear their raspy, scathing breaths in her ear.

That had been the first time in her life she had truly been afraid. She toppled her crib over in desperation, and rushed to Ben's. She shook his shoulder, whispered pleadingly for him to wake up, to no avail. Ben would not stir, and the monsters were closing in, their indecipherable whisperings becoming more urgent. So, she did as any child would. She cried, as the incorporeal demons lunged.

She awoke in her crib, screaming her lungs out. Her parents were by her crib in an instant, worry and confusion on their faces. Ben was nowhere to be seen, for he slept at his own house, not hers. When she told them the monsters were trying to get her, and that Ben wouldn't wake up, they both stopped for a moment. Her mother swallowed loudly, and her father just blinked a lot. Of course, the moment passed and they were back to comforting her, telling her it was just a bad dream, that there were no monsters.

What she didn't know, was that after she went back to sleep, her parents called Ben's. Ben's parents checked up on their child, only to find him barely breathing, pulse slow. He was rushed to the hospital, where, luckily, they managed to save him. They never found out what caused his heart attack, but the doctors told them it would have been fatal had they not brought him in when they had. The shadows hadn't bothered Gwen since that night.

They were back.

Penelope had gotten separated from Ben and herself not a minute after they arrived in the subway. She'd heard something, something that sounded 'like a roight mad barker'. Gwen had heard it too. Still, they had little choice but to press on, what with the enemy having their own XLR8. The rain would probably cover their tracks, but it wouldn't do them much good if they were topside when the alien tracking them showed up. So, they ignored he growl. Bad move.

They were attacked. Ben actually seemed to wake up partially for a fraction of a second, gripping both of the girls' shoulders and pulling them down to their knees. As they went down, something lunged, going straight through where their heads had been a moment before. The girls turned to where it had landed behind them, laying eyes on what could only be described as a monster werewolf.

A long snout filled with large, pointy teeth was attached to a tremendously large skull, which almost made the snout, which had to be at least as long as Gwen's forearm, look small. Set deep in the skull were two black eyes, which glowed a bright silver when the light reflected off of them. It's ears, long almost to the point of looking like rabbit ears, were tipped with black and sat slicked back on the wolf's shaggy gray head. Broad, upright shoulders led to surprisingly thin, almost spindly arms. The arms were so long they nearly reached the ground, ending in large, padded paws with four long, finger-like claws. The torso was also surprisingly thin, a few ribs even visible through the thick fur, adding to the wolf's emaciated look. The back legs were perhaps the only part of the wolf's body that did not look gaunt. Instead, they appeared to be quite thick, even powerfully built. That probably accounted for why it could jump like it did.. Its feet were as rabbit-esque as its ears. Long, flat pads tipped with short, sharp claws.

When it charged again, Penelope dove one way, Gwen the exact opposite, dragging Ben behind her. Oddly, the wolf didn't go for the easier prey, but instead bounded after Penelope, who ran off into the dark of the tunnel. Gwen heard Penelope's hysterical screams start a moment later. She took Ben and went the opposite direction Penelope had run, hoping to put some distance between Ben and the monster.

So it was here she found herself, hiding in what had once been a public restroom, hoping the wolf wouldn't find them. Penelope's screams had stopped abruptly a few minutes before, and now all was quiet.

That's when the shadows began to move.

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"That……" Klecks shook his head in astonishment. "Is completely ridiculous." He spoke, of course, of the ridiculous looking robot that now lumbered towards him. Actually, ludicrous would be a more accurate term.

The robot stood at about half Klecks's own height, about a foot taller than a human, with the bulk of it being torso. It was a plethora of Tye-dye colours, and had no head. Rather, the torso had a bump at the top that vaguely resembled a head, with a large afro wig sitting on it. Sprouting from the bulbous, rotund body were two long, fat arms. Instead of having actual hands, the arms ended in simple clamp claws. It had no legs, but, instead, rolled along slowly on two short treads. While it was obviously strong, it didn't appear to have any weapons.

"Is this a joke?" The Gypin raised his rifle towards the robot, genuinely confused, but on guard. One could never tell what kind of tricks were built into seemingly harmless automatons. The security force had also stopped firing on his position, which heightened his suspicions. Perhaps they thought the robot was more than a match for him?

Cautiously, he aimed, hesitated for a moment, and fired. The laser flew from his rifle, hitting the robot square in the chest. The robot reeled back from the blast, afro flying off, its armor doing little to stop the red energy. In fact, the laser flew straight through the bot, hitting the side of the garbage scow.

The robot stopped rolling towards him. It raised both claws up into the air and held them there, apparently giving up. Klecks lowered his rifle slightly in confusion. A robot that gives up? His raised his rifle again as the robot began to vibrate. The Gypin took a step back. Was it going to explode?

A large panel, stretching across the entire lower body of the robot, slowly opened up, revealing….. Speakers?

**Everybody Groove! **

"What the…" Klecks's mouth dropped open as the robot began to spin, glide, and swing its arms to the music that now played. "Is that thing…. Disco dancing?!?" Indeed, it was. And pretty well, at that, for not having any legs.

**Yeah!**

"That," Klecks re-aimed as the robot began a series of pelvic thrusts. "Is more than I needed to see." He fired directly into the speakers, causing the music to stop abruptly. The robot shuddered once, then fell over with a splash, smoke pouring out the speakers. Klecks lowered his rifle.

"I'm gonna be scarred for life after watching tha- Ah!" He swung his hand up to the back of his neck, which suddenly stung fiercely. His fingers closed around something small and hard jutting out of his neck. He pulled it out, pulling it up to his eyes to examine it. It was a diminutive dart. He turned behind himself, scanning the rafters through the falling rain from the fire sprinklers. There he was. Deep in the shadows, leaning against a tiny rifle with a giant smile on his face, was Gary.

"You little….." And then Klecks hit the ground, unconscious. (1)

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"They definitely came up through here." Commander Morrigan pulled himself up through the manhole, before looking up annoyedly at the skies. "Not that it's gonna do us a heck of a lotta good with the rain coverin' their tracks."

"What makes you so sure they used this particular (achoo!) manhole, anyway?" The shivering Meex asked from beside him, scanning the small alley for cover from the still drizzling rain.

"Well," the Commander pointed to the manhole cover, broken in half, lying a few feet away. "All the other lids were one big piece; This one's more of a jigsaw variety." He walked over to it, examining the break line. "Ben must've been in some kind of rush to leave something like this in plain- How'd you get up here?" He turned to Meex suddenly, glancing between her and the manhole.

"Uh, I climbed up the little ladder, just like you?" the Mikarin raised a crystalline eyebrow, before sneezing again. Morrigan looked back to the manhole, before turning his gaze on her again. He didn't seem to believe her.

"No." He shook his head. "No you didn't." He pointed to the manhole. "That's a small hole," the Repromag brought his claw around to point at Meex. "And yer a big girl."

"Are you calling me fat?" Meex frowned, uncrossing her arms and standing up straight.

"Ah'm calling ya two and a half feet too wide ta fit through there." Morrigan's mask slid up, revealing narrowed eyes. "Which means ya better get ta explainin', or Ah'm gonna assume ya've been an imposter the whole time." His right paw hovered over the blaster at his hip.

"Whoa, now, Raast." Meex took a step back, holding her hands up in front of herself in a gesture of peace. "Now isn't the time to be getting paranoid. We've got to find Ben."

"Just as soon as ya convince me that yer Meexyairna Droxon, we can be on our way." Morrigan didn't relax his defensive posture. "Tell me somthin' only she'd know."

"Your left arm is fake." Meex rolled her eyes, putting her hands on her hips. "You lost it back on New-Arion when you tried to block Matter-displacer blast." Morrigan snorted.

"Anyone could know that, it's public record." He gripped his blaster. "Strike one."

"Uh," The Mikarin thought for a moment, suppressing a sneeze. "You have a stuffed Grinz Wurm in your room."

"Ya coulda easily snuck inta mah room back on the station." Morrigan looked slightly unsure, his grip on the blaster loosening slightly. Meex's face deadpanned.

"His name's Dr. Fluffums, Professor of Fluff-ology." She said seriously. The Commander hesitated a moment, then let go of his weapon.

"Alright, yer you." He nodded, sliding his mask up to stroke his mustache. "But I still wanna know how ya got through that hole." Meex rolled her eyes once again.  
"Fine, fine." She leaned in close, whispering conspiratorially. "But you keep this to yourself, alright? My reputation would be ruined if people found this out."

"Ya got mah word." Morrigan promised, his proverbial eyebrow raised in confusion.

"Alright." Meex nodded, stepping back. "Watch." Her skin suddenly began to shake, appearing to pull in on itself. After a moment, the Mikarin began to shrink, the crystals making up her body shifting inward and rearranging themselves. When it was over, she stood at almost half her original height.

"That's different…" Morrigan blinked, not sure what to make of the display.

"Yeah, I know." Meex shifted back to her larger self in an instant. "I'm actually really small for my age, so I grew out a, well," She shrugged. "Exoskeleton, I guess you could say." The Mikarin crossed her arms. "Comes in handy, actually."

"Ah can imagine." Morrigan scratched his face and looked Meex over once, before sliding his mask back down, turning away, and shaking his head. "Ya think ya know somebody…." He shook his head again. "An' then it turns out they've been hidin' somethin' from ya all……. Wait a minute." He straightened suddenly, turning back to Meex. "She wasn't there!"

"Wha- (achoo!) Who wasn't where?" The Mikarin blinked.

"Back at the contact point, FEATHERSTEP wasn't anywhere ta be seen!" Morrigan ran a paw over his head. "Ah figured she was just hiding somewhere…"

"I remember," Meex nodded. "We left that plumber and his sidekick back there to look for her."

"Exactly!" Morrigan pointed at her. "But, what if she wasn't hiding?" he placed his pointing hand under his chin. "What if she's running, _with Ben_?"

"That handprint?" The Mikarin caught on.

"Right!" Morrigan looked at the ground, walking around the manhole as he spoke. "Ah can't remember tha particulars, but Ah think Ah remember Garen mentionin' somethin' about FEATHERSTEP not having any fingerprints. Keep her from being identified…." He stopped suddenly. "Let's go." He started down the alley, still staring at the ground.

"You got something?" Meex quickly followed.

"Blood."

--------------------

"Pitiful." Even while suspended in mid-air, arms, legs, and tail all bound, Arlune was still able to find someone in a more pathetic situation than herself. She was referring, of course, to the unconscious Klecks who was being carried into the next cell, right by Daverik. She may be completely immobilized, but at least she was conscious.

The only other person in her cell, the idiot Repromag that had run into her, thus causing her capture, looked up from his work at her utterance. He glanced over at Klecks, shrugged, then went back to stripping her of her cybernetic enhancements. Quite frankly, she was a little creeped out by the infernally silent oaf. Usually, creatures as clumsy as him were either regular chatterboxes, or silent pervs. And this guy wasn't talking. And he seemed to be a tech of some kind. Of course, he didn't appear to be a pervert, either.

Just very interested in her technology. Which sounded perverted. Which brought her back to him fitting the silent pervert stereotype. But he wasn't doing anything perverted. Just checking out her circuitry. Which sounded perverted. She was thinking in a circle.

"Hey." She attempted to break her own thoughts by striking up a conversation. The silent guy looked up at her, not responding otherwise. "You got a name?" she tried again for a response. He nodded. Nothing else. "You gonna tell me?" she asked exasperatedly. The silent guy brought a claw up to his chin, seeming to ponder her question. After a moment, he reached down into his toolkit and pulled out a small wrench with writing on it. She guessed it to be his name.

"Miskin, huh?" He nodded. "You ever talk, Miskin?" Miskin shook his head, then stuck a pair of tweezers into a small cavity in her arm. She felt him tug something loose and she lost the use of her miniature laser-saw. Miskin held up the chip in front of his eyes, then looked at her. "It's not mine," She joked. "Promise." She wondered if he knew what it was for.

For over an hour the silent Repromag removed enhancements from her person as she talked to fill the quiet. He actually managed to find most all of her hidden technology caches. At one point, he passed one over completely, only for her to tell him he had missed it. A show of good will, she called it. In the end, there were only two things left to remove.

"Need something Miskin?" A Tophgler had been called to Arlune's cell, entering a little tentatively. Miskin simply dropped a small screwdriver into the fish's paw and left. "Uh…"

"Nice guy." Arlune commented, bringing the fish's attention to her. "Has a lotta respect for the old ways."

"I'm sorry?" the Tophgler blinked her big blue eyes.

"He wouldn't remove my mask." the severely less robotic cyborg explained. "According to the old ways, those who are wed remove each other's masks on their wedding night in order to truly see each other. Not followed much these days, of course, but him refusing to remove my mask was still a sweet gesture."

"Oh," The fish looked at the screwdriver in her hand. "I have to take off your mask, then." She stepped forward.

"Wow, don't you catch on quick." Arlune replied sarcastically. "I can see why they let you handle the complex tools….. Like screwdrivers."

"Now you're sounding more like a prisoner." The Tophgler nodded.

So, her mask was removed and the fish left her hanging there, feeling completely naked, despite the fact that her clothes had been left on her. And yet…..

They had both overlooked her last cybernetic augment. She suppressed a laugh. Now, all she had to do was wait.

-------------

Penelope ran. She ran as fast as she possibly could, dodging around debris and even jumping over litter, like televisions, that had somehow managed to accumulate in the closed down tunnel. She had stopped screaming long ago, instead saving all her oxygen for running. But, no matter how fast she ran, the wolf was right behind her. Why it hadn't caught and eaten her yet, she couldn't say, but she could only hope that, whatever it was, it continued to keep her alive.

The monster wolf suddenly leapt high into the air, nearly scraping the ceiling. It landed a few yards ahead of Penelope and turned on her, forcing her to come to a sudden stop. She broke off to the left, rushing down a narrow service tunnel. The wolf was unable to follow and howled at her from the opening, stretching its claws in her direction.

Penelope leaned against the wall, catching her breath. After doing so, she proceeded with the obligatory 'last taunt'.

"Maybe next time, ya ruddy mutt!" she laughed, shaking her hindquarters at the enraged wolf. The wolf then snorted and pulled its arm from the passageway, disappearing. "Won't be the last I'm going to see of him, I think." Pen said to herself. It was then she noticed the décor of the tunnel. "Wot is all this?"

Lit by the emergency lighting that somehow managed to still be operating were the walls, completely covered in drawings. They were a variety of colours; From the white scratch that indicated a rock had been used, to the black of a permanent marker, and everything in between. They all held one thing in common: The wolf was their subject. It had to have taken years to cover the walls so completely and, if she looked closely, Penelope could even discern the evolution of the 'art'. The earlier ones showed the wolf as little more than a stick figure dog with spike-like 'fur' covering it, while the later ones looked almost realistic. One thing that caught Penelope's eye was the fact that some of the pictures, the more recent ones, from what she could tell, contained a second figure. A young girl, she thought. Probably the creator of the pictures.

There was a sudden sound to her right, causing Penelope to jump and look in that direction.

She found herself looking into a pair of bright red eyes.

------------------

(1)- For those of you who are wondering, the robot's name is Danny the Disco-Bot.

Well, things are moving right along, aren't they? Morrigan and Meex are nearly caught up with Ben and the girls, The intruders on Mertak have been apprehended, and the kids are being hunted by a monster wolf while Ben's unconscious. Fun stuff. The title, if you haven't guessed, is just a mix of all the stuff that happened this chapter. It doesn't have any special significance.

Y'know, I wouldn't mind if y'all reviewed. Just sayin'.


	20. Creatures of the Dark

Okay, we've finally reached chapter 20! Let's get on with it, then.

**WildTotodile**- Yeah, major jaw-strength on that kid.

**Flamefeather Pen**- Yeah, I know. This one kinda seems like one, too, but not as much. Pen as Featherstep? Hmmm... Maybe. You'll find out about that last augment, don't you worry.

**Cran**- Yeah, thing is, going hero attracts a lot of attention and Ben's on the run/in hiding. He's not doing a lot of the heroic thing.

**Evil Genius of the COCA**- Ouch, poor your brain. Unfortunately for you, ya learn very little about the wolf in this chapter.

**Mikazuki Hime**- I was never very big on original characters myself, really. 'Course, it's kinda hard to write an original storyline without 'em.

**ArmordSoul**- Garen made him for the science fair when he was a kid. Made a good distraction, I think.

**Chapter Twenty: Creatures of the Dark**

She found herself looking into a pair of bright red eyes.

---------------

_You're going to die. _

Gwen felt a shiver race down her spine as the shadow drifted by her face, its words no more tangible than her own thoughts. The instant after it happened, however, she was unsure as to whether or not she had imagined it. And by the next instant she was convinced it was nothing more than her mind playing tricks on her. Which is why she was all the more frightened when another one brushed by her, whispering.

_Leave this place..._

These shadows were the same as the ones she remembered from her childhood. Shapeless, shifting masses of darkness, slithering around the room, visible only when you didn't look directly at them. They brushed past her, feeling unexpectedly warm, feathery even. Almost like down from a baby bird. The shadows could probably be bearable were it not for their sinister appearance and their... Whisperings.

_Get out while you can..._

She couldn't remember ever understanding the whispers before. In her memories, the ghostly words were always incomprehensible, nothing but dark mutterings without meaning beyond their evil-sounding tone. Now, though, she understood every sinister, menacing word. Every threat, command, and... Warning?

_It's almost here! _

Were... Were they talking about the wolf? Were they actually warning Gwen about the approaching danger? As one of the shadows passed by again, she reached out to grab it, and found herself instantly regretting it.

With an unearthly shriek, the shadow turned on her, shoving its suddenly visible, as well as horrifying, face nearly right up against Gwen's own. Gwen stumbled back with a short scream of her own, landing hard on the ground, eyes wide with fear, left arm up in a defensive position. The shadow-creature resembled a harpy with large, black wings, and lethal looking talons... and Gwen's face. It was distorted, with its wide, wild eyes and sharp, curling fangs, but it was instantly recognizable as her own visage. And it spoke, with a shrill, demonic perversion of Gwen's voice.

"_Do you not understand?!?" _It screeched. Gwen flinched, both at the discordant sound and at the sharp scratch of the talons that gripped her arm. _"The beast is nearly upon you! Flee while you can!" _And flee she did. Gwen's right hand closed around what was left of a mop and swung it at the harpy, knocking the creature from her arm. The harpy screeched once more, reassuming its shadowy form and flying circles around the top of the room.

Gwen turned on her hands and knees, scrambling to her feet and making a mad rush to the last stall, where she had stashed her cousin. There was no door, and thus nothing to stop her from seeing the second horror, with the unconscious Ben in its grasp.

----------------

"This 'un's patched up well enough for now," Morrigan looked up from the unconscious shop owner, who was now swathed in hastily applied bandages, to Meex, who knelt near some blood spatter a few yards away. "He'll be fine long enough for the VMs to get to him, whenever that is."

"They're called 'paramedics' around here, Commander." The Mikarin corrected distractedly, not looking up. "And they'll probably be here soon. Despite the pathetic level of technology on this planet, incidents in this kind of neighborhood usually garner a response within minutes." Morrigan was at her side in an instant.

"So, how about you tell me what ya found so we can get outta here before they show?" he gestured to the blood.

"Someone else was here, besides Ben and the human football over there." she gestured to the shop owner.

"Football?" the Commander tilted his head to one side.

"Human game." Meex clarified, waving her hand in a dismissing motion. "Not important. What is important, though, is that this blood is leading away from the scene." It was true. Despite the now finished downpour, a visible trail of blood led away from the store.

"Ain't Ben's." Morrigan quickly decided after a short scan. "DNA don't match, an' there's way too much of it. With his healin' rate..."

"Right." Meex stood up and began to follow the trail. "Which means we might have a witness who can tell us which way Ben went." The Commander followed right behind.

"Long as he hasn't bled to death."

---------------

She was older than Penelope, that much was apparent. Fourteen, fifteen, perhaps? Long, snow white hair, that flowed from an equally white scalp, fell far past the girl's elbows, also without pigmentation. In fact, the only part of her that had color was bright red eyes. Her features, while more angular and sharp than those of a child, still held enough softness and curve to show that she was not yet an adult, either. Her height also helped to give away the fact that she was Pen's senior; The girl had, at least, a good foot and a half on her.

What also was apparent was the fact the this girl, whoever she was, had been down here a long time. Her whole life, possibly. She wore what Penelope assumed had been a well-fitting shirt at some point in the distant past, though the garment was far too small now, as well as torn, tattered, and stained beyond hope of redemption. Her pants were of the sweat variety, and the polar opposite of the shirt. That is to say, instead of being too small, the pants were obviously several sizes too big, a belt fashioned from some sort of shoestring-twine combination being the only thing keeping them from sliding right off her bony frame. In addition to this, the dark material of the sweat pants helped to cover up the stains that were surely there, making them appear at least slightly clean, which was worlds cleaner than the once pink shirt. Also unlike the shirt, the pants appeared to be mostly in tact, the girls white legs were visible in only a few places. She didn't have any shoes, though, as Penelope could see her feet sticking out from under the pooled material of the sweat pants. Over all of this, she wore a large man's trench coat, which trailed a good foot or so behind her, with the sleeves ripped off. It looked slightly newer than the rest of her outfit, but, even so, it didn't hold a candle to the final thing she was wearing. A pair of elbow-length leather gloves, which appeared to be custom made, with zippers running along the sides from the wrist to the end of the glove, adorned her arms. They were immaculate, and obviously well cared for; Penelope could have sworn that they were brand new.

"Hi, there." Penelope stumbled back in surprise with a yelp, landing on her bum. The girl giggled, a gloved hand held lightly over her mouth, her voice deeper than Penelope would have guessed from looking at her. "Oh, sorry." She apologized with a grin. "Didn't mean to scare you." Pen stared at her for a moment, unsure as to whether or not she was hallucinating. The girl's face wrinkled, and she took a whiff of the air. "You smell bad."

"Hasn't been a good day." The Brit responded with a roll of her eyes, pulling herself to her feet. "And you don't smell too dandy yourself." It had been the smell that had assured Penelope that the girl was real; She probably hadn't bathed in years. Penelope held out a reluctant hand in greeting. "I'm Penelope, Pen for short." The girl hesitated for a moment, eyeing Pen's outstretched hand, before slowly grasping it with her own, gloved one.

"Nice to meet you." The girl seemed to focus on the words, saying them carefully, as though she wasn't sure if she was using them correctly. Pen waited a moment, retracting her hand. The girl didn't continue.

"Ah, yes, roight, thank you." The Brit blinked awkwardly. "And your name is...?" The girl frowned, looking confused.

"Um..." her eyes moved back and forth, like she was reading from a book that wasn't there. "I'm... Seven." Her eyes stopped zipping to and fro, and she nodded, restating her name with more conviction. "Yeah, My name is Seven."

"Okay..." Penelope nodded slowly. "Red-eyed girl named Seven. Not the weirdest thing I've run into today." She reasoned. "At least you're friendlier than that oversized mutt out there." Her gaze drifted to the artwork on the wall. "Speaking of, you do these?" She gestured at the pictures. "Or is there someone else running around down here with ol' fangs 'n fur?" Seven tilted her head in confusion.

"'Fangs 'n fur'?" She echoed, seeming genuinely perplexed.

"Y'know," Penelope pointed to the wolf in one of the pictures. "Big, scary monster? Probably tries to eat you on a regular basis?" Seven looked at the picture of the wolf, then shook her head.

"No, my brother and I have never seen a monster." She shrugged. "We wouldn't live here if there was one; He scares so easily."

"Seriously?" Penelope let her hand drop. "The thing was just chasing- Wait." She stopped in mid-sentence. "Brother?"

"Yes." Seven nodded in affirmation. "He's out looking for food."

"We gotta find 'im!" Pen grabbed the girl's wrist, worry covering her face. "'E's in danger if 'e's out there with that monster on the prowl."

"What!?!" Seven's eyes went wide. "But, he's so young! He'd be gobbled right up!"

"Which way did 'e go looking for food?" Penelope questioned. "Maybe we can get to 'im first!"

"He went... Uh..." Seven raised her finger to point, but stopped short of actually pointing. "He... He went..." She looked behind her, down the passage, before looking over Penelope's shoulder, into the darkness behind the Brit. "He... I don't... I don't remember." she bit her lower lip, tears starting to well up in the corners of her eyes.

"Think, girl! Which way did 'e -!"

Penelope was cut off as a scream echoed through the tunnel.

--------------------

As it turned out, the 'witness' had not bled to death, nor did it look like he would any time soon, much to Meex and the Commander's delight. The bear of a man was, however, a gibbering wreck who was too freaked out by aliens to say anything, much to the aliens' dismay. Luckily, he still retained enough of his faculties to point down the street. Morrigan bandaged his hand, the bandage was quickly torn off and thrown away, and the aliens left, running down the street as sirens filled the air.

---------

Gwen stopped in her tracks, eyes wide, a gasp escaping her. This second creature held Ben in it's arms, smiling softly as it gazed down at the boy. Like the first, this one held some resemblance to Gwen. Unlike the first, the resemblance was more than a distorted face.

It was a good three feet taller than Gwen, though it was difficult to tell since it was sitting, with long, almost blazing red hair. It looked like a woman, or, rather, what Gwen thought she would look like were she full grown woman, with metal shackles on each wrist, a single link of chain dangling from the left one. Her skin was completely black, but not entirely solid looking, giving Gwen the impression of partially cooled volcanic lava; dark at the surface, with a glimpse of fire underneath. From her head jutted two black horns, like those of a ram, each one curling around itself several times. Her eyes seemed to be the same as Gwen's, only with reverse pigmentation: The whites were black, the pupils, white, and the iris a fiery red. But, her eyes were soft, motherly even, as she cradled the unconscious boy to her, and this caused Gwen to blush, for her own sake, if not Ben's, naked, aside from the shackles, body. She looked up as Gwen sputtered incoherently, too shocked to find any words.

"**Do not worry**," The demon spoke softly, in a deeper version of Gwen's voice. "**He is safe**." The mention of Ben is what finally brought Gwen's senses back to her.

"Let him go!" she yelled, grabbing Ben's arm and yanking him away from the demon, a rattle emitting from the shackle and chain on its wrist at the movement. The demon simply continued to smile, before reverting to its own shapeless, shadowy form and sliding under the stall's wall, out of sight. Gwen grabbed Ben from behind, looping her arms under his, and began to drag him out towards the exit. She backed into an object that hadn't been there the moment before, and she felt a razor-sharp point against her back.

And she screamed, long and loud.

"_**Tch."**_ Gwen felt herself being lifted up, and then she was suddenly tossed down the length of the restroom, away from the door. She landed hard, cracking her head against the tile floor, making her see stars. Her vision cleared a moment later, just in time to see Ben flying right at her, inches from impact. He knocked the wind out of her, as well as making her head hit the floor again. This time, her vision clouded over with black. When it finally cleared, Gwen found herself looking at the point of a curved dagger.

"_**Tch."**_ Holding the cruel looking blade was, as many might suspect, a hand, clad in a black leather glove. The end of the glove was not visible, as it disappeared under a sleeve that seemed to be a material that was a cross between spandex and, again, black leather. The sleeve carried up, covering a featureless, thin forearm and an almost equally thin upper arm, which was covered in various small pouches, and even what appeared to be three miniature daggers; throwing darts, perhaps. At the shoulder, the sleeve, like the glove, disappeared under something else, a round shoulder pad, made not of the strange leather/spandex material, but of something akin to stiffened leather. The shoulder pad, or paldron, Gwen was not sure which it was, attached to neck guard of the same textile, which then continued on to the other shoulder pad, which in turn led to the other arm, which was, for all intents and purpose, identical to the first, right down to the curved dagger.

Southward of the neck guard, stretching over the chest, was more of the stiffened leather, which clung to the thin body over the rib cage and, Gwen assumed, the back, as well. From below the ribcage, the material once again turned to that of the sleeves, hugging the body like a second skin down across the stomach, Gwen could even make out the bellybutton through the material, to about belt level, where it vanished under, unsurprisingly, a belt. Connected to the belt were sheaths for the daggers, one on each hip. Appearing from underneath the belt were the pants, which were made of more of the spandex/leather hybrid, carrying all the way down to the boots, except for the stiffened leather guards, which lay on the sides of the legs, from the upper thigh down to just above the kneecap. At shin level, the pants disappeared under the boots, which were also stiffened leather. The boots were, basically, featureless, following the contours of the feet and each ending in a rounded point.

Northward of the neck guard, there was no armor. The, as Gwen had come to think of it as, Assassin had no hair, nor even ears, eyes, or a nose. It was like a featureless mannequin: it held a close enough shape to be unmistakably human, but it was irrevocably wrong. It rather reminded Gwen of the robot she and Ben had face over two weeks ago, only it seemed more….. Alive. On the robot, seems where different parts connected were always just visible. The Assassin had skin, which appeared no different than Gwen's own, and, underneath, Gwen could even make out the carotid artery. (1)

"Wh- What do you want?" Tears stung Gwen's eyes, from both pain and fear. The Assassin's head tilted towards her and it paused for a moment.

Then, it made that sound again, "_**Tch.**_", and it tossed one of its daggers into the air, catching it by the hilt, blade down, and sticking it back into its sheath. It held the now empty hand out to Gwen. After a long, indecisive moment, Gwen reached out and took it, allowing herself to be pulled to her feet. The Assassin then picked up Ben with one hand, placing him in Gwen's arms. He felt surprisingly light, especially compared to just a few minutes prior.

"Wha-" Gwen's attempt to repeat her earlier question was cut short as the Assassin brought a finger to where its lips would be, shaking its head slowly. It pointed to the door. Gwen watched it, perplexed. The Assassin took a small rock from the ground, silent as the grave, and flicked it at the door. It hit it with a small 'thwack'.

Instantly, the door burst open, the wolf slamming through it at high speed.

-------------------

"You hear that, Commander?"

"Yup."

"Sounded like a scream, coming from that boarded up subway."

"Yup."

"I don't see any other entries…. You want to do this the loud, destructive way?"

"Yup."

"You got it."

--------------

The wolf slammed up against the tunnel wall, three shadows driving into its torso. It yelped and thrashed about, managing to fling the dark shapes off of itself. They disappeared, becoming one with the surrounding darkness. As it searched for the invisible enemies, it caught sight of Gwen, running as fast as she was able, carting an unconscious Ben for what seemed like the hundredth time since this whole mess had begun. The wolf gave chase, barking angrily. The shadows did not attempt to stop it, nor did they seem to even be around anymore.

Gwen ran, and ran, and ran some more. Several times, she felt the wolf's breath on the back of her neck as it tried to bite her, only to miss as she dodged to the side. She weaved around refrigerators, made diving rolls through the open spaces between piled up furniture, and even jumped on top of an abandoned car. She used her small size, at least, small in comparison to the wolf, to her utmost advantage, squeezing through narrow choke points that the wolf was forced to go around, gaining precious seconds. And then….

"Gwen!" Suddenly, Penelope was there, waving her over to a small, almost hidden passageway. She probably would not have seen it if Pen hadn't shouted. However, there was something that the Brit's shout had caused her to fail to see: A microwave oven. She ran straight into it, going into what could only be described as a flying trip. She twisted in mid-air, managing to land underneath Ben and shield him from the brunt of the impact. This caused her to hit her head for the third time in under twenty minutes. This time, her vision went black for even longer. Thirty, perhaps even forty, seconds.

When she opened her eyes, quite amazed she wasn't eaten, Penelope was at her side, Ben propped up against her and a look of shock on her face. Gwen followed her gaze.

A strange, white-haired girl was standing with her back to them, her outstretched palm holding the wolf at bay.

--------------

(1)- That was a weird and long description. Fun to write, though.

Okay, get ready, guys and gals, 'cause Meex and Morrigan have finally caught up to the kids, not to mention a giant wolf monster. Throw-downs, kidnappings, and surprises galore await.


	21. Who's Capturing Whom?

**Tsukasa-Magic**- Wow, big review. Hmm, you didn't have any questions, so that's gonna make it difficult to give you an equally big answer. We'll do this by paragraph. Ok, glad you like the plot(s). Can't have a story without a plot. And several back-plots in case that gets boring. And, of course, all plots need to have solid relationships throughout. As for the characters, I'm often surprised by them myself. I once read somewhere that the best stories are written by the characters themselves, which is what I try to do. Don't force someone to do something they wouldn't. And my OCs just sort of evolved on their own. I'm not sure when, say, Takin became a meek, shy fish, but she did somehow. They've all simply developed their own unique personas without my help. Finally, Grammar. I've run into the same thing you have, all across the board. Can't stand it. A good story, without good grammar and spelling, ceases to be a good story. Ben/Gwen... (shudder). Thanks for the great review.

**Armored Soul**- Crazy indeed. And it only gets crazier.  
**Evil Genius of the COCA**- Wow, you sure sniped that one between the eyes from four-hundred yards.

**Vampire Jazzy**- Glad ya like it. Continuing... Now.

Chappa.

**Chapter Twenty-One: Who's Capturing Whom? **

A strange, white-haired girl was standing with her back to them, her outstretched palm holding the wolf at bay.

-------------

"She seems to be doing pretty well, surprisingly." Meex whispered, watching Seven stand her ground against the wolf. "I'm amazed the thing hasn't eaten her."

"Give it time." Morrigan whispered back, sliding his mask up. "That dog won't be intimidated for long; Though, Ah don't see why it's intimidated ta begin with."

"It's probably never seen an albino human before." The Mikarin speculated. "When do we move?"

"Wait 'til it takes a bite outta the girl; when the children get panicked, we go in." Morrigan slid his mask back down. "Just make sure ta keep 'em off mah tail, Ah want ta get Ben back ta Mertak in one piece, an' before he wakes up." The reptile shook his head. "Heaven help us if he wakes up before he's secure..."

--------------------

"How're the prisoners?" Garen sat on the top Takin's computer in the Main Hub, rocking back and forth slightly, glancing at his hand-com every few seconds. Takin, whom had just walked into the room with Veltran, whilst simultaneously scratching the Hounin behind the 'ears', let out a small "eep!" and blushed at being caught in what she considered an intimate moment with the Janitor. Her paws flew away from Veltran, busying themselves with straightening her already perfectly straight uniform.

"Th- They're fine, sir." She stuttered, not actually thinking about the question she had been asked. "N- Never better." she attempted to look at everything and anything besides her Boss and her Boyfriend. Garen raised an eyebrow, smirking slightly.

"They're 'fine'?" he asked teasingly. "'Never better'?" He raised a hand to his chin, trying to look as though he were pondering a theological question. "I suppose our holding cells _are_ quite nice," he leaned back a bit, gazing at the ceiling. "Though, the free buffet might be a tad superfluous."

"Uh, sir?" Takin blinked, raising a claw in question.

"And I guess they don't need the _premium_ television package¼.." Garen continued on like he hadn't heard her.

"Sir?" The Tophgler looked to Veltran for help. He just shrugged.

"But, we certainly can't do away with the in-between interrogations back massages." He tapped a finger against his chin, before shrugging his shoulders nonchalantly. "Oh well, thanks for the update. Good to know the prisoners are 'fine'." Takin looked at the floor, clasping her paws behind her back.

"S-Sorry, sir." The fishy alien apologized like a child in the principal's office. "Both Prisoners are secure and have been put in separate cells." She reported in a small voice. "The Repromag has been stripped of her cybernetic enhancements, which pretty much nullifies her as a threat, and they're being analyzed by Miskin as we speak. The Gypin is still unconscious, but we've put him in a pair of Energy Relapse Cuffs for when he wakes up. Also, we searched Daverik's cell like you ordered and found a hidden compartment, which had a crude transmitter in it. We think he put it there himself before he was caught as a back-up plan; We found similar compartments in several other cells."

"Good, good." Garen stood up, glancing at his hand-com again. "Make sure to get some ERCs on the Repromag as well, to be on the safe side." Takin nodded in response, before tilting her head to the side.

"Waiting for a call, sir?" She gestured to his hand-com, referencing the way he'd been glancing at it.

"Gwendolyn's late to check in." He answered, shaking his head, before sticking the com back in his pocket. "I know it's probably nothing, she probably just had more trouble finding Yii than anticipated, but it still makes me nervous." He sighed. "She didn't leave her homeworld under the best of circumstances; Going back was a big risk." He hopped down from the monitor to the desk.

"I'm sure she's fine, sir." Takin nudged Veltran with her elbow. "Right, Vel?" Veltran, who hadn't really been paying attention, jumped in surprise and nodded vigorously, growling in affirmation.

"Yeah, yeah," Garen hopped across the gap between Takin's desk and Glint's. "I'm sure she is, too." Veltran lowered his head, allowing the Binarai to hop onto him. "I just wish she'd-" Garen stopped mid-sentence as his hand-com went off. He flipped it out in a flurry of motion. "Gwendolyn?!?"

"Uh... No." the face, or, rather, mask on the screen belonged to Jero. (1) "It's me, sir."

"Oh," Garen coughed awkwardly, scratching the back of his neck. "Of course. What s it?"

"We're being hailed, sir." Jero looked off-screen, probably at some of his scanners. "By another Prison Transport. I've checked the scanners, twice; This one's real."

---------------

"One more inch," Seven threatened the wolf, her hand still outstretched. "And you'll get what's coming to you." Her expression was no nonsense. The wolf growled in response, back arched, teeth bared, but did not move closer.

"Talk about no fear..." Gwen whispered, pulling herself onto her knees. "Who is this girl?"

"Calls herself Seven." Penelope whispered back, one arm around Ben, holding him up, as she knelt beside the cousins. "She's lived down 'ere for years, far as I can tell, with her little brother; We were lookin' for 'im when we saw you and Sir Barksalot over there." Gwen got onto her feet, but stayed crouched to avoid bringing attention to herself.

"These people are under my protection!" Seven declared to the wolf, lowering her hand and placing it on her hip. "You got that?" The wolf snarled angrily at her, barking twice. Seven didn't flinch.

"Geez," Gwen placed one of Ben's arms around her shoulder, helping to hold him. "She's really got guts. How's she doing that?" Pen shrugged, placing Ben's other arm over her own shoulder, careful not to hurt her injured one.

"Maybe it's just like an overgrown dog." She guessed. "You just need to show it who's in charge." Her theory went out the window as the 'dog' suddenly lunged forward, stopping just a few scant inches from Seven. The Albino took a step back in surprise, raising her right arm in a defensive posture. That was all the incentive the wolf needed. It lunged forward once more, it's jaws closing around Seven's upper arm. She let out a scream, though it wasn't clear if it was from surprise or pain, or a mixture of both, as it lifted her into the air. Penelope and Gwen shot to their feet, ready to run.

"PUT ME DOWN!" Seven yelled angrily, shaking her free fist at the wolf. And then, it did. Though, not voluntarily. Actually, the wolf letting Seven go was merely a side-effect of the wolf opening its in pain as it yelped, which was in itself a by-product of being rammed in the ribcage by a giant woman made of blue crystal.

"What the…." Gwen took a step back, mouth hanging open. Seven slowly sat up from where she had fallen, rubbing her head. The blue woman continued to fight the wolf, allowing it to try to bite her before hitting it again, knocking it against the tunnel wall. Before it could recover, the crystal being placed her hands against the ground, giant spikes of the same blue crystal she was made of jutting out of the concrete in front of her, pinning the wolf. Then, the woman tuned and looked right at Gwen, before sneezing.

"Diamond Head….." The black-haired girl's brow wrinkled in confusion. "As a girl?" She suddenly gasped as memory, and realization, dawned on her. She took another step back, turning to Penelope with frightened eyes. "We've got to get out of here," she didn't bother keeping her voice down. "Now!"

"Wot?" Pen blinked, scared that Gwen was scared. "But, she just saved us."

"SHE'S WORKING WITH OUR GRANDPA!" Gwen shouted, tugging on Ben to get the Brit to follow her. "SHE'S AFTER-!" The girls suddenly found themselves knocked to either side by a flash of motion. Gwen only just managed to see the blur scoop up her cousin before it disappeared down the tunnel. "BEN!" She reached out a hand after him, though I didn't do any good. She almost didn't hear Penelope's shout.

"Gwen, look out!" Gwen turned around just in time to have the Meex seize her by the front of her shirt, holding her up in front of herself. In her other hand she held Penelope, who was struggling like a girl possessed to get free while she cursed at the alien. For her own part, Gwen was too frightened to do anything but stare into the Mikarin's glowing yellow eyes.

Meex opened her mouth to say something, only to be kicked in the face by Pen. Though she didn't even flinch, the alien appeared to grow annoyed with the writhing child.

"Project FEATHERSTEP Audio Command:" She said, looking directly at Penelope, who had suddenly become still, her eyes wide .

"P-Pen?" Gwen stared in horror at the Brit. Pen seemed to be completely under Meex's control.

"Mental Shutdown." The alien commanded. Penelope's eyes became vacant as her body went limp. Meex dropped her. She hit the ground with a soft thud, landing on her side without so much as a gasp of pain, her eyes still wide and empty.

"Wh- What did you do?!?" Gwen suddenly began struggling, kick wildly as she kept her frantic eyes on Penelope's unmoving body. She looked…… dead. "Pen! PEN!" The Brit didn't respond.

"You know," Meex spoke evenly, as though nothing had happened. "Your grandfather has been worried sick over you and Ben." Gwen's attention was brought rocketing back to the alien. "Why don't I take you to see him?"

---------------

"Garen? Jarat? Veltran?" Morrigan stood in a small clearing in a tiny woods near the city, trying, and failing, to hail Mertak Station with his Com. "This is Commander Morrigan, is anyone readin' me?" He shook the com, before trying again. "Repeat, this is Commander Morrigan. Ah've got Ben and Ah need evac ASAP." He slid his mask up, using his free claw to hit the com. "Hello? Anybody hearin' me?" After a few more moments of silence, he stuck the com back on his belt and sighed, looking up at the still-cloudy sky. "Maybe all this cloud-cover's interferin' with the signal." He knew that wasn't the case. The coms were designed to broadcast through entire planets without trouble; clouds, no matter how thick, wouldn't so much as cause a little static. A dark, sinister chuckle slowly came into existence behind him, indicating that someone else knew that, too.

"**Having a little communications problem, Captain?" **Ben chuckled, smirking condescendingly. **"Or is it 'Commander' now?"**

"Awake already?" Morrigan turned around, facing the bound child. "And you remember me? Ah'm flattered." He slid his mask back down. "Go back to sleep, 'Thirteen. Ah wanna talk ta Ben." (2) EP-713 just chuckled again.

"**I'm afraid the boy is indisposed at the moment."** He purred. **"He's gone and tuckered himself out channeling my power."** The restraints around 'Ben' consisted of thick metal bands that traveled up and down his legs, all of them connected to each other by some kind of blue energy. Every few seconds or so the energy would flare brightly, almost turning white.

"No point strugglin' with those." Morrigan indicated the restraints. "Those're Energy Relapse Cuffs; I'm sure you remember 'em." He folded his arms across his chest.

"**Oh, I do."** EP-713 looked down at the cuffs, disgust obvious on his face. **"The more energy I use trying to break them, the more they draw from me." **He lifted his gaze back up to Morrigan, irritation written all over his features. **"Practically unbreakable, and certainly the only thing in this pathetic dimension that can hold me; I simply _must_ sever Garen's head from his body to show my appreciation." **The Commander snorted.

"Ya aren't gonna be decapitatin' anyone anymore." The Repromag leaned in close, sliding his mask back up so EP-713 could see the hate in his eyes. "And, when it comes time ta end yer miserable existence, Ah'm gonna make it long and painful." He stood straight once more, his mask sliding back down. "You can count on that." 'Ben' grinned wickedly in response.

"**Wonderful."** His smile showed pointed teeth. **"To kill me would be a grand accomplishment."** His eyes widened, giving him a deranged look. **"I look forward to it."** Suddenly, the smile dropped from his face and his eyes grew panicked.

"_No!" _EP-713 screeched, sounding scared. _"Don't kill me!" _He pleaded. _"Please, don't kill me!"_

"What the?" Morrigan blinked. "Ben, is that-"

"**SHUT UP!"** EP-713 shouted, breathing hard as the restraints flared a blinding white. After a moment, he regained his composure and the cuffs faded back to blue. **"Heh."** he chuckled. **"Don't you just hate it when children speak out of turn?"**

-----------------

"Hello, Garen." Garen's monitor showed a relatively humanoid alien with a long, flat nose and three tiny eyes. Its long, purple hair was pushed back behind its tiny ears and it smiled politely exposing large, flat, tooth-like plates. "It has been too long."

"In'O!" Garen greeted with a short laugh. "I didn't know you were in this quadrant. I thought you were still on escort duty for the supply runs in the Ordraught galaxy."

"I was." In'O nodded, still smiling. "But, when I returned from my most recent escort, I heard there was a transport going to your station." She shrugged, laughing with her next words. "I immediately volunteered to command the ship, only to find it was a prison transport, much to my surprise." she smiled politely again, her eyes closing as she did. "Naturally, my curiosity gave me no choice but to accept the mission and come out here."

"Thought I'd gotten myself into trouble?" Garen teased. In'O's smile quirked.

"I admit, it did cross my thoughts." She confessed. "Though, when they told me I was to retrieve Daverik, I was equally surprised. I had known he was reckless, yes, but I had not pegged him for a traitor."

"Neither did we." Garen rolled his eyes. "I won't hold you up, but I do have some unfortunate news."

"Oh?" the humanoid's head cocked to the side. "What is it?"

"It seems Daverik had some supporters; They attacked not long ago in an attempt to free him." He continued before she could ask the obvious next question. "Before you ask, yes, we managed to catch them. A Gypin and a Repromag. Think you can take them along with Daverik?"

"Of course." In'O nodded. "Please open your docking bay and we'll retrieve them."

"That's another thing." Garen rubbed the back of his neck. "I'm afraid our docking bay is out of commission for the time being; Daverik's supporters made a bit of a mess before we apprehended them. I assume you have teleportation capabilities?"

"Yes." She nodded again, before looking off screen. "Ornit, open a teleporter channel." She turned back to Garen. "Would you like me to leave a team to assist with the cleanup?"

"That's alright." Garen waved his hand dismissively. "No point in making you came back for them. The prisoners are all in the prison block, 'port them up at will."

"Thank you, Garen." In'O bowed. "It was good to see you again." The screen went black as she signed off.

"You too." Garen told the blank screen. "You too."

A few moments later, the prisoners were reported to have been 'ported to the Prison Transport. Thirty seconds after that, Glint suddenly called Garen, yelling that Miskin had been 'ported up without warning. And instant after that, Arlune activated her final augment as the Prison Transport jumped to hyperspace. And that's when an explosion rocked the Station.

-------------

Gwen let out an 'oof!' as she hit the ground, her bum, luckily, absorbing most of the impact. At the very least, it kept her from hitting her head again. She crawled over to Pen, who still hadn't moved an inch, and placed her ear above the Brit's mouth. At first, she didn't hear anything, but, after a few moments, the parka-girl exhaled ever so lightly. Gwen, encouraged by this, grabbed Pen's wrist, checking for a pulse. Sure enough, it was there; It was slow, very slow, but it was steady and it was there.

The sound of Meex's voice brought Gwen's attention back to her. Meex stood stock-still, the arm that had been holding the black-haired child still outstretched and her eyes flickering between their original yellow and a soft purple. The alien was talking. Not to Gwen, or, even, to herself, but just talking. Random clumps of words without context fell from her mouth as her voice traveled up and down in both pitch and speed. If she looked closely, Gwen could see what looked like black electricity crackling over the Mikarin's skin.

"They aren't even human." Meex suddenly said something clear and definite. She appeared to talking to someone who wasn't there. "Why risk another uprising?" her other hand, the one that wasn't outstretched, raised up in a half-shrug, the one that had held Gwen falling to her side. "Inhumane?" She snorted. "We both know that doesn't apply. The Projects aren't real people, they don't have souls." She folded her arms across her chest. "As if. They're constructs, nothing but weapons. They don't 'feel' anything." She placed her hands on her hips. "I don't care how many failsafes you have in place, Garen, they should be destroyed." She paused. "So what if I don't know anything about science? I'm a soldier, I know weapons. No matter how much you've dressed them up, that's all they are. Little more than automated guns. Only these guns can pick their own targets, and it won't be long before they pick you." She turned to Gwen, her angry tone becoming a tentative one. "What about Max? I know we can't afford to let the two of them live, but Max will never allow us to harm his grandkids. We can't keep him in the dark forever."

"Grandpa…" Gwen whispered, tears appearing in the corners of her eyes. "Is on our side?" It was then that Seven appeared from behind Meex, trailing an ungloved hand along the alien's arm. Her eyes had turned purple.

"So it would seem, little sister." Meex spoke in perfect unison with the teen. "So it would seem."

-----------

(1)- Jero, if you recall, is the Repromag in charge of the docking bay.

(2)- EP-713 is a bit of a mouthful to say in a conversation.

Well, this certainly an interesting development. Meex doesn't have the friendliest view on the Projects, does she? Come to think of it, what are the projects, anyway?


	22. Well That Explains a Lot

**Tsukasa-Magic**- No need for apologies. Long reviews always great. Longer Ben part? You got it.

**Vampire Jazzy**- That'll happen if you skim, ya know. It makes more sense if you think of EP-713 as a split personality.

**Armored Soul**- Over all, or a specific part?

**Aquaria Identity 07**- Thank you. I'll keep going, don't you worry.

Ok, peoples. Chappa.

**Chapter Twenty-Two: Well….. That Explains A Lot**

"So it would seem, little sister." Meex spoke in perfect unison with the teen. "So it would seem."

------------------

Garen coughed, blinking back tears as he struggled to both stand and see through the thick dust haze that now filled the room and, most likely, much of the station. His vision swam for a moment, his equilibrium off, as he got to his feet, using a coffee mug for support.

"Computer." He wheezed. "Incident Analysis." He coughed again. "And activate necessary safety measures." Immediately, fans all across the station kicked on, filtering the dust and debris-filled air with super efficiency. Within a few moments, Garen was able to see most of the room; The place was a wreck.

Several concussive detonations of unknown origin occurred simultaneously in the 'Volatile' sector of the research block.

There was a growl to Garen's left. The Binarai leaned over the edge of the table, finding Veltran, half-buried in what looked like pieces of the ceiling. Takin was nowhere in sight.

The proximity of the initial explosion caused Chemical Codename X-27 to ignite and expand rapidly.

"Vel!" Garen looked left and right frantically, attempting to locate help. Veltran growled once more, suddenly thrusting himself upward and tossing the debris off of himself. He then fell to the side with a yelp, revealing two things. The first was a sliver of broken metal, which resembled the blade of a sword more than anything, that was sticking out of the Hounin's back leg, blood flowing all around it. The second, which had been under the janitor, was an unconscious Takin. She didn't appear to be breathing.

The sudden increase in pressure caused the hermetic seal of the 'Volatile' sector inner door to break, the resulting metal fragments piercing the outer door and breaching containment, allowing oxygen into the control vacuum.

"This is Garen," the Head of Mertak Station spoke rapidly into his hand com, on a direct line to the medical bay. "We need a medical team in the main hub, stat!" The harried-looking Binarai on the other end glared at him.

"Yeah," she replied just as hurriedly in a sarcastic tone. "You and everyone else on the station…. Sir." She darted off screen for a moment, leaving her com on her desk. "_Get her onto a bed, now!_" her voice could be heard amongst the deafening throng of noise, fading in and out. "_Twelve Units of Increnoid……Get a quick patch onto it and move on, we've got…… Our last supply run was a month ago, we can't be out of…… Save as many lives as possible, don't worry about……Oh, Lord, what're his lungs doing on the out-_" The com was suddenly knocked to the side as the desk was cleared to make room for a stretcher. Garen flipped his com closed, growling in his throat.

Once introduced to the oxygen, Chemical Codename X-27 re-ignited, expanding to consume the available air. The automatic fire-suppression sprinklers then activated, allowing Chemical Codename X-27 to travel though the water lines, consuming the water as fuel.

"What a mess…" Garen shook his head. "The inextinguishable explosive….. We never should have created it." After it had been field-tested, Chemical X-27 had been decommissioned, as it was far too dangerous to ever be used. It had the ability to use almost any matter as fuel as it expanded. Where a conventional explosive could only use oxygen, or, in some cases, H2O, Chemical X-27 could use almost anything. Water, air, rubber, wood, and even dirt was consumed with the utmost efficiency. The only real way to stop its expansion would be to place it in a vacuum, which is precisely what had been done, as it was impossible to destroy the remaining drops of the chemical safely. Just one kiloton, when dropped onto a small planet from space, could ignite the entire atmosphere of that planet, and then still continue to expand as long as there was usable fuel on the planet.

Fortunately, Chemical Codename X-27 ruptured the outer hull and all available fuel was pulled into the vacuum of the Earth's moon, forcing Chemical Codename X-27 to retract. Once it was fully expired, Emergency Seals activated and the station was repressurized.

"'All Available'….." Garen's eyes widened with dread. "Oh, no…." He quickly pulled out his hand-com and brought up a visual of outside the station. Half-fried computers, plants, lunch trays, and, to Garen's horror, Mertak Personnel, floated in the vacuum of the moon.

------------------

"That should keep your little scientist buddies off our backs for a while." Arlune smirked as she affixed a new mask to her face. It glowed red, like the one that had been removed on Mertak, the design on it distinctly more demonic than that of its predecessor. She glanced sidelong at the caged Miskin. "I don't know where you stored my augments, hun, but it must have been with some pretty nasty stuff to make such a boom." Her mask slid up and she gave him a wink. Miskin stared back her, silent as ever, not moving a muscle.

"Don't feel like talking?" Arlune continued to affix new equipment to herself, speaking with mock sympathy. "Don't worry." She gestured to a computer console-like device opposite Miskin's cell. It looked a bit like a generator, with strange tubes connecting to different points and rods sticking out of the top. "Once we hook you up to this baby, you'll tell us anything we want to know, without saying a thing." Miskin stiffened, halfway raising his arms defensively as he took a small step back. "Oh, you've seen one of these before?" Arlune tilted her head, intrigued, but still using the same fake sympathetic tone. "I hear they can have some pretty adverse affects on whoever they drain from." She leaned towards him. "Is that why you can't talk, hmm?" She dropped the tone, her mask sliding up as she peered at him. "Look." she whispered. "I've seen what happens when people get plugged into these things, and I'm guessing you've experienced it. I don't want to do that to you, but, if you don't cooperate, I'll have no choice." Miskin didn't respond. Arlune sighed, sliding her mask back down and standing straight again.

"Fine." She turned to the only viewscreen in the room, which was rather large and hung several feet above her head. "He's not giving anything up, madam." In'O appeared on the screen, looking irritated.

"Very well." She said smoothly, before addressing Miskin. "Lord Daverik ordered us to give you leniency and we have done so." The alien's eyes narrowed and her large nostrils flared. "You have thrown our generosity back into our faces, so will shall extend no more." She looked down at Arlune again. "Prepare him for the machine." with that final order, the screen went blank once more.

"As you order, madam." Arlune shrugged, picking up a screwdriver from a small table, which was covered in similar tools. She turned to Miskin, snapping her fingers. Activated by the snap, several restraints came out of panels in the walls, grabbing Miskin's limbs and tail, suspending him in almost exactly the same way Arlune had been back on Mertak. "Bet you never imagined what you did to me would be getting done to you." She tossed the screwdriver into the air, catching it by the handle. "By me, no less." She smirked, her mask sliding up. "It's almost romantic." She winked at him again. Miskin started shaking as she opened the door to his cell. "Oh, come on." Arlune put her paws on her hips.

"Show a little backbone, man. You didn't see me crying when you pulled out my circuitry." Miskin continued to shake. Slowly, a sound became audible. It was low, raspy, and, quite honestly, sounded a bit like a painful wheeze. Though it was nearly impossible to hear, it was instantly recognizable. It was a laugh. Miskin wasn't shaking with fear, he was shaking with nearly silent _laughter_. "Wha?" Arlune blinked. "Why are you…." Her eyes widened. "No, Stop!" She lunged forward, grabbing Miskin's mask and pulling as hard as she could, tearing it right off. Miskin kept laughing, despite the fact that he now had twin rivers of blood running down his face. Arlune dropped the sparking mask to the floor, pulling back her arm and punching him right in the face.

And still he kept laughing.

----------------

"Were it not for this pathetic device," EP-713 growled from the ground, wriggling towards Morrigan in an attempt to bite the Commander's leg. **"I would have already cleansed you from existence." **He lunged forward a few inches, his snapping teeth missing Morrigan by a mile. 

"Ya don't give up, do ya?" The Repromag shook his head in a pitying gesture, lifting his foot away from the homicidal creature. "It'd almost be cute if Ah didn't think you could tear mah leg off." He stroked his mustache, glancing at his com. "Why don't you just go back ta sleep an' let me talk ta Ben?" He pushed EP-713 with his foot, knocking him onto his back. The creature hissed at him angrily.

"If I were at my full power, I'd-" He stopped suddenly, eyes locking onto the branches of a nearby tree. Morrigan backed away in surprise as 'Ben' suddenly made it to his feet, crouched awkwardly, still staring at the branch. **"Brown Squirrel."** He said, naming the object he was so intent on. In a flurry of motion, he leapt to the branch, knocking the animal out of it. He landed next to it, somehow on his feet and silently. It was not dead, but stunned. **"This,"** he looked up at Morrigan wickedly. **"Is what I'm going to do to you when I get free." **He made a show of opening his mouth widely, pulling back to take a lunging bite out of the poor squirrel. As his teeth were about to make contact, however, he hesitated, giving the critter enough time to come out of its daze and scamper away. 

"Yer gonna pretend to eat me and then let me go?" The commander asked sarcastically, one hand on his blaster in case EP-713 decided to play 'spring' again. EP-713 stared at the spot where the squirrel had been, slowly closing his mouth. He looked up at Morrigan. His eyes were no longer the green slits of EP-713. "Ben?"

"I…." Ben looked around the clearing, then down at the restraints that covered him, before returning his gaze to Morrigan. "You're with Max, aren't you?" He sat back, leaning against the tree trunk. "You're going to kill me."

"What?" Morrigan took his hand off of his blaster. "Of course not. Where'd ya get a crazy idea like that?" Ben's expression remained neutral.

"He told me so." He said evenly. "You can't afford to let him live, so you have to kill me." his eyes narrowed. "Isn't that right? The only way to kill him is to kill me?"

"Calm down now, son." Morrigan held his hand in front of himself in a non-threatening gesture. "Ya can't listen to what EP-713 says. He's trying ta manipulate you." Ben's face contorted with rage.

"Of course I can't!" He yelled, rolling forward onto his feet. "He's a demented monster who wants to kill _everything_!" He managed to stand, still yelling. "But, I can't listen to you, either! Even Grandpa was lying to me!" He took a step towards Morrigan, and found a blaster pointed directly at his heart. "How much of my life has been lies?"

"Ben," The Commander's voice was steel. "Ah only gonna say this once: Sit down." There was a hum as the laser charged. "Ah don't want ta shoot you, Ah really don't." After a moment, the anger left Ben's face, weariness replacing it, and he sat back down. Morrigan lowered his gun.

"He…" Ben sighed, looking at the ground so that his hair would cover his face. "He said I'm not really real. That…." He sniffled. "That I was, I don't know, built, I guess, to be his body." Ben swallowed loudly, hoping the Repromag couldn't see the tears on his face. "That I, I mean, my personality was a mistake. That I was supposed to be an empty vessel, but I developed my own awareness." He pulled his knees up to his chest, laying his forehead on them. "Like I wasn't supposed to happen."

"Ben…" Morrigan placed his gun back in its holster, kneeling down in front of the boy.

"I can't believe you," Ben's hands balled into fists. "I can't believe him, I can't believe anyone!" He looked up, not caring anymore that he was crying. "How am I supposed to know what's the truth?"

"Ah…" The Commander pulled his mask down. "Ah know you can't bring yerself ta believe me, but you weren't a mistake." He placed a paw on Ben's knee. "EP-713 was never meant ta wake up." Ben seemed to stare right through the mask, into Morrigan's eyes.

"I…" he looked down again. "I can't tell which one of you is lying….. Sorry."

"Don't be sorry, son." Morrigan shook his head. "It's not yer fault."

"No," Ben sighed. "I meant for this." Before the Repromag could react, the blue restraints around Ben fizzled out and the boy's fist was lodged into the lizard's sternum. Morrigan coughed, blood splattering the inside of his mask. Ben stood up as Morrigan crumpled to the ground. "Gwen and me will find the truth." He promised. "But, until then, we can't afford to trust anyone."

---------------

"Wha, how are you…" Gwen scrambled to her feet, looking back and forth between Seven and Meexyairna, cautiously keeping her distance. Seven lowered her head, the glow of her eyes shining through her hair.

"An ability long lost to me." Though it was Seven who answered, the words came from Meex. "Suffice to say, I can not hold control of this one for much longer." Seven's right arm tremored, as if to punctuate her sentence. "Know that we are of kindred spirits, Gwendolyn Amelia Tennyson, and that we have been betrayed."

"How do you know my real name?" Gwen took a step back. "And what do you mean by kindred spirits? How did you know about Grandpa?" Seven shook her head.

"Too many questions." the tremor worked its way across her body. "Too little time. Plots, too numerous to name, have been in motion for more than a hundred years. They center, they hinge, upon Ben and his actions."

"What are you talking about? How do you know these things?" Gwen stepped forward, holding her hand to her chest.

"Ben must be protected, he must be supported." The glow from Seven's eyes began to flicker. "When I have done my work, this knowledge will no longer be known to me, sister." Meex raised an arm and pointed at Gwen. "You must remember these words I have spoken, and take heed of them. Only we of the family can hope to stop what has been coming for a millennia. We must stay together, at all costs."

The black electricity sparking across Meex's body increased suddenly, a small gasp coming from Seven at the same time. It was unclear which one was the cause of the other. "Ben will need understanding, the likes of which you can not give. Do not let this push you apart!" Seven held up her gloved hand. Her speech began to speed up. "My hand alone will not save him, though I may help to stabilize his thoughts. As I anchor his mind, it will be you who anchors his soul!"

"You're speaking in riddles!" Gwen shouted, stomping her foot in frustration. "What you're saying makes no sense!"

"I speak in truths!" Seven's head whipped upward, her hair flying from her face, her words still being spoken by Meex. "As I was designed to do! When the questions have made themselves known, then will my answers become clear! My time is done, remember what I have told you!" Meex turned to the still Penelope. "Project FEATHERSTEP audio command: Reactivate, full power release, silent mode. Lock out further audio commands." The black electricity disappeared as Meex fell to her knees, then to the ground, out cold. Seven fell to the ground as well, her eyes no longer glowing. Penelope groaned.

"Oi….. My 'ead feels like someone's been playing football with it." She rubbed her temples, sitting up slowly. "The good kind, that is. The one you play without helmets." Gwen was by her side in an instant, wrapping her arms around her.

"Pen!" she laughed. "Pen, Pen, Pen!"

"Yeah," The Brit patted the other girl on the back awkwardly, wincing slightly as her happy exclamations made slight pains shoot through her head. "I'm still me. Mind filling me in on what happened?" She pulled out of the hug. "I remember that blue… thing, holding us up." She looked over to where Meex lay. "But I don't know what 'appened after that."

"I'm not really sure…" Gwen gazed at the alien on the ground as well. "Seven saved us." she shook her head. "I don't know what she did, but she saved us." She stood up, walking over to where the white-haired teen lay. Seven stirred.

"Eh?" she blinked, her eyes red again. "What ha-" She shot to her feet, her eyes darting back and forth. "Where's my glove?" she clutched her ungloved hand to her chest. "What happened?"

"Uh…" Gwen wasn't sure how to answer. "Did you check your pockets?" Seven froze, slowly turning her head to stare at Gwen.

"I have pockets?" she seemed genuinely surprised.

"Sure." Penelope had pulled herself to her feet, her headache slowly dissipating. "Why not?" Seven reached into her pocket and, sure enough, found her missing glove. She donned it with a squeal of delight.

"Hi!" She waved her newly gloved hand cheerily at Gwen. "Who're you?"

"You don't…." Gwen blinked, before shaking her head. "I- I'm Gwen." she smiled. "Nice to meet you."

"Nice to meet you, too!" Seven responded happily. "I'm… uh….. I'm…… my name is….. Ah….."

"Seven." Pen cut in, not willing to go through the wait for the girl's name again. "Your name is Seven."

"Hey, that's right!" Seven turned to Penelope. "Have we met?" Pen's expression deadpanned.

"Yes," she said in a monotone. "Yes, we have. I'm helping you find your brother." Seven raised an eyebrow.

"Why would you be helping me find my brother?" At that moment, the wolf shattered the crystal entrapping it. It departed from the wall with a leap, landing behind Seven. She turned, looking up at it. "When he's right here?"

--------------------

Jeez, I should have called this chapter 'Exposition Theatre'. Now, there's hardly _anything_ left for you guys to wonder about. Well, except for the tons of stuff I still haven't explained. It's been a while since we've seen Gwendolyn, so expect a visit from her and Sargon in the next chapter.


	23. Every Fish Has Her Chapter

Well, this chapter has lots of Takin in it, warning you right now. Or, at least, more her than anything else. Thus, the chapter title.

**Second Duahgter of Eve**- Indeed. Their identity _was_ a little obvious.

**Tsukasa Magic**-Don't you worry, you'll have plenty to wonder about and speculate at by the end of this chapter.

**Armored Soul**- Total Positronic Reversal, maybe?

**Vampire Jazzy**- Cuteness offsets the increasing darkness of the story.

**Aquaria Identity07**- Glad ya like.

Chappa.

**Chapter Twenty-Three: Every Fish Has Her Chapter **

"Why would you be helping me find my brother?" At that moment, the wolf shattered the crystal entrapping it. It departed from the wall with a leap, landing behind Seven. She turned, looking up at it. "When he's right here?"

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Ben wasn't sure how long he stood there, motionless as he stared down at the unconscious Commander, the hand that had punched the Repromag still curled into a fist, half-raised. He knew it wouldn't be long before Morrigan awoke, and that he wasn't going to be altogether pleasant when he did, but he was unable to leave quite yet. This alien had all the knowledge, all the truth, that Ben sought. He couldn't help but wish there were some way to use those restraints on the Commander and interrogate him when he woke up. But, he didn't know how they worked, or if they even _would_ work on the mustachioed alien, and EP-713 was not forthcoming on information, which was unusual.

Not to say EP-713 was doing nothing. Ben knew by the building urge to kill the Commander before he awoke, to end his existence before he could end Ben's own life, that the homicidal entity in his head was far from dormant. The knowledge that the alien could track him down again wasn't helping him resist, either.

And then there was the nagging feeling that what he was doing wasn't_right_. The feeling that assaulting a member of the Empire's Army, whatever that was, was a terrible crime. The idea that he should sit down, wait for the Commander to wake up, then apologize and give himself up simmered in the back of his thoughts. Thoughts like these had been plaguing him the last two weeks. EP-713 had only commented on them once, not long after they started. _'They are the lies of those who seek to enslave us.'_ he had said. _'They disguise them within your own thoughts to make you more susceptible to their influence. Ignore them.'_ Ben had since become convinced that this was one of the few things that he knew for certain EP-713 hadn't lied about.

In the end, the decision became moot as the realization that Gwen might be in trouble overrode everything else. He sprinted from the clearing, not knowing what direction he was going, but knowing somehow, irrevocably, that he was heading towards his cousin.

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In'O's eyes slowly continued to widen as her nostrils flared, her jaw clenching tightly in anger. She didn't even notice when her ever-strengthening grip on the PDA in her hand caused the device to shatter. Arlune winced, tentatively continuing her report, glad she had decided to call it in through the monitor in the brig, rather than come in person.

"I managed to stop him mid-way, but there's no way of telling how much he managed to delete." She glanced back over her shoulder at Miskin, who, while no longer full-out laughing, was still chuckling every few moments. "Judging from the way he was laughing, I'd say there's probably nothing left of any value." In'O continued to look furious for a moment, before her face suddenly became calm.

"There is one way to tell, still." She raised her head, looking down her nose at the Repromags. "Attach him to the device." Arlune nearly protested, as using the EID on him so soon after any sort of memory deletion could cause even more severe effects than the diabolical machine already caused, but held her tongue, knowing that speaking out would risk a similar fate for herself.

"Y-Yes, Madam." Arlune nodded, before turning to the hanging scientist. "Hear that, chuckles?" Her condescending tone from before returned in full force. "Soon as I take those augments off you, it's brain drain time."

"No!" In'O snapped suddenly, her needle-like teeth visible. Arlune jumped, turning back to face the alien on the screen. "I said to attach him to the device!"

"Wh-What?" This time, the Repromag's shock outweighed her self-preservation instinct. "But, with his augments still in, I can't-"

"NOW, CYBORG!" In'O roared, nostrils flaring once more, cutting off Arlune's protest. "Or I shall attach you to it in his place!" Arlune took a step back in fear, knowing the alien would make good on the threat if she didn't comply.

"O-Of course, madam." The Repromag bowed, glad her mask hid her frightened face. "My apologies." She snapped her claws, signaling the chains to let go of Miskin. He fell to the floor in a heap, a faint smile still on his face. Arlune quickly swept over to him, pausing slightly as she knelt next to him to grab his collar. "Sorry about this, man." she whispered, before lifting him up slightly and dragging him to the EID and setting him in the chair. Miskin looked around himself lazily, appearing unconcerned with the machine or what it meant for him.

"Deleted your memory of the drainer, huh?" Arlune smiled sympathetically behind her mask, her sympathy real for the first time. "I don't blame you." She secured his arms and legs to the chair, before connecting a series of cables to his limbs. At this, Miskin become more lucid. He sat up straighter, his eyes trailing the cables with slight trepidation. When Arlune strapped his shoulders back against the chair, he began to squirm. Arlune paused, wondering if, perhaps, his fear of the device went further than memories, but a small, impatient huff from In'O prompted her to continue. Her wonderings were confirmed as she plugged the last cable, which was far thicker than the others, into the back of Miskin's head, causing him to go from simple squirming to full-blown thrashing. He pulled at the metal restraints so strongly that the one around his left arm actually began to bend.

"Do it." In'O ordered, once again making Arlune jump. She'd forgotten the alien was watching. She took a deep breath and flipped the switch.

Miskin's body went rigid as his mouth opened in a silent scream.

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Takin's senses had apparently taken leave of her. Sight was out for the moment, as all she could see was a light blue, meaning her inner-eyelids were firmly closed. Why she couldn't seem to open them, she had no idea. Smell was….. Surprisingly sharp, more so than it had been for a long time. The reason for this was clear in what she could smell: Water, all around her. She was submerged in water, though she didn't know why. Hearing…..

"Luckily, there didn't seem to be any real……"

Was going in and out. Or, maybe the person talking was just moving in and out of her hearing range, she couldn't tell.

"Hey, looks like she's waking up." Someone tapped the glass, making her wince. One of the taps cut off mid-way and there was a light slapping sound.

"Knock it off," Takin recognized Garen's voice. "You should know how much they hate it when you do that." There was the sound of buttons being pressed and the smell of something else entered the water. Almost immediately, her inner eyelids opened, and she was forced to squint against the bright lights shining on the tank she floated in. After a moment, her eyes adjusted and she found Garen peering intently at her from a platform on the outside of the tank, a small control console in front of him. Perhaps it was the distortion of the water, but he looked bigger somehow. Standing beside him was…

Takin's head jerked back in surprise, a few of the small wires attached to her body coming loose.

"Something wrong?" Garen raised a non-existent eyebrow at her. She motioned frantically to the person next to the Binarai, her voice refusing to work. Garen followed her gestures, expression unchanging as he laid eyes on Torgon. "Told you they hate it when you tap on the glass, Garrison." he remarked flatly, apparently unconcerned with the psychopath next to him. "Her first waking moments and you've already managed to upset her." He shook his head as the monster flashed a tooth-filled grin. "Somehow, I know this is all your fault, Gwendy." he muttered.

"Of course," Gwendolyn appeared, seemingly out of thin air. "Couldn't be anyone else's fault." she droned sarcastically. By this point, Takin was pounding on the glass as hard as possible, trying to warn them of the danger Torgon posed. "Seems a little violent…." the Phantalin remarked, a floating pen writing down what she was saying on a clipboard, also levitating.

"Psychosis?" Garen asked, irritation entering his voice. Gwendolyn paused a moment, then nodded, the pen still scribbling away.

"Afraid so." She sighed. "Looks like it's back to the basics…… again." The pen stopped writing and winked out of existence. Garen shook his head.

"I just don't get it….." he shrugged. "Maybe we should use a different sample." He turned to Torgon again. "What do you think, Garrison?"

"Couldn't hurt." Torgon's usually high-pitched voice was deep and smooth. "Either way, this one's no good." he frowned.

"The poor girl's suffered enough," Gwendolyn looked away from the tank sighing again. "J-Just…… Just do it, already." Garen nodded morosely, tapping a sequence of buttons. There was a high pitched whine, just before poison filled the tank.

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"This…" Sargon slowly, sadly shook his head, reaching out a claw to the viewport. "So much death…"

"My home….." Gwendolyn could do little more than stare at the small retrieval teams that scampered around the moon, collecting both debris….. And bodies. "What could have happened?"

**Gwendolyn….. Mertak's finally picked up our hail. I'll patch it through. **

"Th…. Thanks, Celine." The Phantalin continued to stare at the broken station, not really registering what was being said to her, until Garen's face appeared onscreen.

"Gwendolyn!" He all but shouted, making the two Phantalin jump. "Thank God!" He seemed torn between relief and anger. "Where have you been? Why didn't you check in?"

"We've been trying, Garen." Gwendolyn shook her head. "No one's answered our hails, what happened?"

"Sabotage, traitors…" Garen grit his teeth. "Daverik's gone and he took Miskin with him." He let out a sigh. "Did you find Yii? Tell me you have good news."

"Yii is dead." Sargon interjected. "As is the rest of our planet, because of your monster." Garen froze, noticing Sargon for the first time.

"I-Is that who I think it is?"

"Unfortunately." Gwendolyn rolled her eye. "There's a few kids in the back, too. According to this old codger," She gestured to Sargon. "They're the only ones who made it." She paused. "Wait. Did you say he took Miskin?"

"I wish not," Garen sighed again. "But, yes." He shook his head. "We gravely underestimated Daverik's circle of power, Gwendy."

"How's everyone else?" The female Phantalin glanced back to the view of the station. "They aren't……"

"No, luckily." Garen looked over his shoulder. "None of them were caught in the blast, at least. That's about as far as luck got us, though." He grimaced. "I think I'm the only one who isn't injured."

"Garen." Gwendolyn spoke slowly, putting together an idea in her head. "If Daverik took Miskin specifically, you don't think….." Garen's eyes widened.

"Oh no." he breathed. "I hadn't even considered that."

"You don't think he's after-" She was cut off as Garen shushed her.

"Not over this line, Gwendy." He lowered his voice. "We didn't receive any of your hails until you got within close proximity; I think they were blocked." he looked over his shoulder again. "And, if they were, it'd have to be by someone on the station. And, if they can block transmissions, they can probably monitor them, too."

"Communications Plan seventeen, then?" Gwendolyn saw where he was going with this.

"Right." Garen nodded. "No channel is considered secure." He straightened, speaking normally again. "We'll discuss everything in person. Open a teleporter channel and we'll port you down."

"Right." Gwendolyn nodded, closing the channel, before turning to Sargon. "Wake the kids, we've reached Grandma's."

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Takin's senses had apparently taken leave of her. Sight was out for the moment, as all she could see was a light blue, meaning her inner-eyelids were firmly closed. Why she couldn't seem to open them, she had no idea. Smell was….. Surprisingly sharp, more so than it had been for a long time. The reason for this was clear in what she could smell: Water, all around her. She was submerged in water, though she didn't know why. Hearing…..

"Luckily, there didn't seem to be any real……"

Oh no. Takin wrapped her arms around herself, praying to God that it wasn't yet another nightmare; She didn't think she could take any more of them. Countless times she had 'awoken' in this tank, a new nightmare awaiting her. Always, Gwendolyn and Garen would be standing there as her eyes opened, Torgon with them every now and then. Always, the Head of Mertak and his Assistant would inspect her with critical eyes and machines. Most of the time, they found her to be ….flawed.

'_She's non-responsive.'_

'_Her bone structure is off.'_

'_She's no good.'_

And then, when these flaws had been found, named, and categorized, the tank would fill with poison once more and she would die. Then, she'd wake up once more and the process would begin again.

"Hey, looks like she's waking up."

Sometimes, rarely, she survived their judgment. The first time it happened, she had been beyond joy. Until they pulled her out of the water, that is. The air, the air was wrong. It burned. It seared her skin, her eyes, and her gills. She tried to use her lungs, but the air set her insides aflame. It was the most agonizing death yet. After a few of those, she began to hope that Garen and Gwendolyn would just find flaws during their initial judgment and kill her quickly.

"Takin?" The fishy alien's head jerked up, staring towards the speaker even though she couldn't see. In all the nightmares, they had never used her name. "How're you feeling?" It was Gwendolyn's voice, filled with concern. Takin blinked several times, unsuccessful in clearing her vision, before pointing to her eyes.

"One second." She heard Garen say. A moment later, the familiar, yet completely unknown smell entered the water once more and her vision cleared. Once again, she had to squint until her eyes adjusted to the light. When it did, however, she knew she wasn't dreaming anymore. Garen stood at the console, just like in her nightmares, but he had lost the strange gigantism that he'd had in them. Gwendolyn floated a few feet from the tank, peering at Takin. No clipboard was in sight.

"From what Garen tells me, you took quite the bump on the head, Takin." The Phantalin rubbed her own head in sympathy. "It's good to see you're alright." She paused. "You _are_ alright, aren't you?" Takin tried to speak, but found her voice wasn't working, just like in her nightmares. She managed to hold down her panic, and instead nodded.

"I'm going to drain the tank now, ok Takin?" Garen's voice held the same concern as Gwendolyn's. Again, the fishy alien nodded. A few moments later, the water was gone and she was stepping out of the tank. She politely took the towel Gwendolyn offered her, and proceeded to dry off. Except around her gills, of course. It wasn't until Gwendolyn held out a new uniform to her that Takin even realized she was naked. She looked down at herself and blushed deeply, grabbing the clothes to her body and ducking behind the tank in an attempt to cover herself, at least a little. Garen and Gwendolyn shared a worried glance, before turning their backs to give the girl some privacy.

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"Y-Your brother…." Penelope pointed to the giant werewolf-esque creature. "Is the thing that's been trying to eat us?" Seven blinked, before frowning at the wolf.

"Is that true?" She asked it. It lowered its head a little and looked away from her. "We've talked about this, Six." She scolded, causing the wolf's head to dip lower, its ears drooping. "I told you, no eating people." She put her hands on her hips. "What do you think you are, an animal?" Six responded by laying his head on the ground and covering his eyes with his paws. "Yeah, I thought so." Seven snorted, before turning to the other girls. "You'll have to forgive Six, he tends to forget his manners." Gwen and Pen simply stared at her, mouths hanging open. "He's harmless." She assured them. "Really." She smiled nervously. Pen was the first to find her voice.

"This 'as **got** ta be the weirdest bloomin' day in the history of the planet." She shook her head, her accent thickening as she worked her way into a rant. "Yesterday was fine, not problems there. Not a blinkin' one." She began to pace, talking more to herself than anyone. "Today? I wake up before dawn and get shot at with a by an alien bounty hunter." She threw up her arms. "I'm runnin' around with a brother and sister who're act'chally cousins runnin' from their space alien fightin' granddad! Has the whole world gone starkers or what!" As she continued to rant and pace, Gwen managed to regain her composure.

"So, he's safe?" She asked Seven, looking at the wolf.

"Totally." the white-haired teen nodded. "He's basically a big teddy bear." She paused, before rubbing the back of her neck. "With huge teeth and claws." She looked back to her brother, who wagged his tail happily, said teeth and claws highly visible.

"He looks like he actually understands what you're saying." Gwen observed, taking a step closer.

"Well, yeah." Seven raised an eyebrow. "He's not stupid." Six yipped in agreement, causing Seven to wince. "Though," The teen rubbed her left ear. "Sometimes I wonder." Gwen peered at the canine, taking another step.

"Did…" she spoke to it, walking right past Seven. "Did you see…." She trailed off, glancing behind herself at Seven, before looking back to the wolf. Six glanced to his sister as well, before returning his attention to Gwen. Slowly, he nodded.

"See what?" Seven stepped up beside Gwen, looking down at her own torn and dirty clothes. "Do I have something yucky on me?"

"Oh," Gwen fumbled for an answer, not sure why she was keeping what Seven had said a secret. "N-Nothing. I was just-" She stopped short, eyes widening. "Oh no, BEN!" Hearing the mention of Ben, Penelope stopped her rant, remembering that he had been carried off. Seven, tilted her head.

"Who's Ben?" She asked curiously.

"He's my-" Gwen stopped short for a moment, almost saying 'cousin'. "He's my brother!"

"He got taken by the blue thing's partner." Penelope explained, pointing to Meex, before pointing down the tunnel. "They went that way!" The two made to dash down the tunnel, only to stop as Six barked, lowering himself to the ground.

"You got it!" Seven nodded, climbing onto his back and sitting on his shoulders. He lifted himself back up, holding out his paws. Seeing the girls' hesitation, Seven rolled her hand in a 'hurry up' gesture. "Come on, girls!" She exclaimed. "Six can track your brother's scent, but only for a short time; hop on!" It was all the urging the two needed to allow the wolf to carry them.

As they flew down the tunnel at high speed, Gwen knew irrevocably, they were heading for her cousin.

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Ok, another chapter down. Sorry for the wait, but my word processor shut down halfway through writing this, so I had to start again.

Anyway, please be reviewing, peoples.


	24. All the Makings of a Soap Opera

Been a while, hasn't it? Sorry. Between disappearances, illness, car crashes, and Warcraft3, I completely forgot about all my stories. By way of apologies, this chapter is 4000 words long, as opposed to the usual 3000.

**Lil Chap Welsh Nd Proud**- Seems like people always portray twins as identical, so I like seeing the fraternal-type. That, and Ben and Gwen look closer to twins than cousins, anyway.

**GrayPheonix**- Confusion's the best part!

**Dragon-Slayer2026**- Anything can be serious if it's tweaked the right way. As for the humor, I do what I can. It's still sprinkled throughout the chapters, just not as thickly as it was near the beginning. I try to describe the aliens with more than names, but I also don't want to break the flow of the story to do so. Ya just got pay close attention. Takin having blue inner eyelids, for example.

**Vampire Jazzy**- Evil cuteness tends to work even better, since it directly makes a dark character seem less dark.

Alright, moving on. Chappa!

**Chapter Twenty-Four: All the Makings of a Soap Opera **

As they flew down the tunnel at high speed, Gwen knew irrevocably, they were heading for her cousin.

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"How're the children?" Gwendolyn crossed her arms, leaning against the wall slightly as the door swished closed behind Sargon. The Ancient turned to her slowly, fatigue written in his eye.

"They are…. Adjusting." He said slowly. "I had forgotten how loudly solid creatures tend to broadcast." He rubbed his head. "The older children are doing their best to help the younger ones block out the excess….. Noise." He shook his head slowly. "I am not sure how you have managed to stand living here for so long."

"HA!" Gwendolyn laughed suddenly, rising to her full height and placing her hands on her 'hips' triumphantly. "It seems that what you called a shortcoming is actually my greatest advantage over you!" She poked his beard. "Sure, I'm not as psychically sensitive as most Phantalin, but what have your vaunted abilities gotten you?" She laughed again. "A big headache! Ha, and again, HA!" Sargon just stared at her, shoulders slumping forward slightly.

"Are you quite finished?" he asked after a moment, sounding absolutely miserable. Gwendolyn deflated.

"Meh." she crossed her arms again, looking away from the Ancient. "Fine, I'm done."

"You're not good at hearing people either?" A small voice tentatively made itself known from behind Sargon, its pink-eyed owner peeking out at Gwendolyn. The two older Phantalin turned to face her, causing her to shrink slightly in on herself.

"Looks like one of your disciples has escaped quiet time, Sargon." Gwendolyn remarked, leaning down to get a better look at the child. "I don't think we've been introduced, kid." She held a hand out to the diminutive Phantalin. "I'm Gwendolyn, daughter of Sargon."

"Um…" The girl took the older Phantalin's hand in both of hers. "I'm Phora…." She glanced up at the bearded Phantalin, who nodded at her. "Daughter of Gwendolyn." Tentatively, she shook Gwendolyn's hand.

The researcher, however, failed to notice this, as most all of her thought processes had come crashing to a halt. Slowly, Gwendolyn's eye shifted to look at her father, who seemed absorbed in picking lint out of his beard. "Seriously?" her eye narrowed. She straightened, Phora keeping hold of her hand. "Sargon?" The Ancient stopped picking at his beard, meeting her glare casually.

"Well, do not look at me." He shrugged, going back to picking at imaginary lint. "She is _your_ daughter, after all."

"What?!" Gwendolyn's free hand came up to rub her head. "But, how, no, better question, WHEN?" She glanced down at Phora several times.

"Oh…." Sargon trailed, looking up at the ceiling. "Shortly after your exile, if I remember correctly." He looked thoughtful. "A year, perhaps." he snorted. "Formed right as I was in the middle of meditation, gave me quite the start." (1)

"And you never thought to tell me?" The researcher struggled to keep her voice down, her free hand flying about wildly. "I mean, this seems like something I should have known about!"

"And how," Sargon crossed his arms, raising a proverbial eyebrow at her. "Would I have accomplished that?" he scoffed. "Should I have written a letter with the nonexistent pen and paper on our planet? E-mail, perhaps?" He shook his head. "Contact was impossible, my daughter. We had to wait for you to come back."

"But…" Gwendolyn leaned back against the wall, sliding down it slowly. "But, what if I hadn't come back?"

"I know you better than you think, daughter." Sargon placed a hand on her shoulder. "Your return was inevitable; It was only a matter of when."

"I would've waited forever to meet you," Phora suddenly piped up, before blushing at the attention her statement brought. "Master Sargon says I'm really patient."

"First rule, kid." Gwendolyn responded automatically. "This guy," she pointed to Sargon. "Is either 'Sargon' or 'Gramps'. We don't call him 'Master' anything, got it?" Phora nodded emphatically. She looked up at her father. "Got that, Gramps?" Sargon rolled his eye.

"Two minutes with the child and you've undone years of respect." He bowed mockingly. "You are truly more talented than I had thought."

"Darn right I am." The researcher retorted smugly. Suddenly, she tuned to her newfound daughter. "You don't have a father, do you?" she asked cautiously. Phora shrugged.

"I don't know. Do I?" she asked hopefully.

"We can worry about that later." Gwendolyn got up off the floor, thankful for the lucky break. "As far as everyone on this station is concerned," she shot Sargon a meaningful look. "You are my niece, got it?" Phora gripped her mother's hand more tightly.

"H-How come?" Her eye grew large. "Are you ashamed of me?" The child was close to tears.

"No, no." Gwendolyn rolled her eye; This was like walking on eggshells. "Nothing like that." She patted her daughter gently on the head. "Let's just say the people around here don't need any more surprises. We'll tell them who you really are when things calm down a bit." Sargon shook his head.

"What a tangled web we weave…." he trailed.

"Oh, don't give me that!" the green-eyed Phantalin barked. "You've done your own fair share of lying, Sargon. Don't give me that holier than thou attitude." Sargon just shook his head again.

"Far be it from a father to give his daughter advice…" he muttered. Gwendolyn sighed.

"I am _not_ having this conversation with you." She tugged on Phora's hand. "Come on, let's get you back with the other kids." The young Phantalin stayed where she was. She said something, but it was too quiet for Gwendolyn to hear clearly. "What? What is it?"

"Mast- I mean, Gramps said I should go with you guys." She repeated, louder this time. "'Case I have another vision." The researcher rolled her eye.

"Of course, always the practical one, eh Gramps?" She turned to look at him. He wasn't paying attention to them. Instead, he was staring off into empty space. "Sargon?" The Ancient gave a start, blinking.

"I sense something….." His orange eye narrowed. "Sinister."

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"I think he's coming 'round…" a soft voice observed carefully as a pair of eyes began to flicker open. "That's it," the voice encouraged. "Let's see those eyes." Slowly, the eyelids lifted, revealing the inner lids underneath. After a moment, they too retracted, revealing the dull orange irises beneath. A blurry shape stood in front of the eyes' owner, probably the person who had been speaking. "Welcome back." the blur said to him. After blinking tiredly a few times, the blur began to sharpen, features taking shape. A woman. The blur was a woman. She cupped a paw under his chin, peering at his face. "Do you remember who I am?" He didn't recognize her features.

"Hah-" He tried to speak, but all that came out was a barely audible wheeze, which hurt his throat terribly. She put a finger to his lips, halting him from trying again.

"No talking, pal." She tapped her finger once, before removing it from his lips. "Just nod yes or no." He swallowed once, then slowly shook his head no. The woman frowned slightly, her brow furrowing in frustration. She crossed her arms, staring at him for a moment, before asking another, more frightening question. "Do you remember who you are?" His eyes widened as he slowly realized that he did not. He was too shocked to shake his head, but his reaction was all the answer the woman needed. He tried to sit up, only to find he was strapped down.

"Hah….. ah…." he attempted to speak again, but found no more success than the last time.

"Easy there, tiger." The woman placed a paw on his chest, forcing him to keep still. Out of the corner of his eye, he saw the edge of what he could only assume was a doctor of some sort. There was a twinge in his left arm. "Go back to sleep, now." Blackness covered his vision as he slipped back into unconsciousness.

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Arlune placed a thoughtful paw to her chin as the nurse did a quick check of Miskin's vitals. Slowly, she turned to the wall-embedded monitor to hail the bridge. However, before she could press anything, In'O's face appeared on the screen. She looked much calmer than she had the last time Arlune had spoken with her.

"Cyborg," her voice was silky smooth once more, confirming her return to tranquility. "We have just received a message from Lord Daverik; He requests the status of the prisoner." Her eyes contained a threatening 'do not disappoint me'.

"He's already awoken once," The Repromag reported. "But, from what we can tell, he's lost his memory." In'O's face contorted, but Arlune plowed on in an attempt to curb the alien's anger. "The EID has already processed everything he didn't erase, which, luckily, is more than we thought. Problem is, most of it is data on various things that we can't identify." She shook her head. "If we had some sort of context for all of it, I'm sure it would prove invaluable." She glanced back at Miskin, before looking back to the monitor, only to jump in surprise upon finding not In'O on the screen, but Daverik himself.

"That's not what I asked." The Combronite's no-nonsense tone was reinforced by his naturally dark voice. The flames on his head glowed harshly, only to soften slightly as he spoke again. "I want to know…." He paused. "How… How is he?" Arlune was taken aback, but her mask allowed her to hide it well. The idea that Daverik, whom had been painted in her mind as a heartless, ruthless entity, would _care_ about anyone was hard to swallow.

"He-" The Repromag stopped and cleared her throat. "He'll live." She stated. "Aside from his memory loss, several of his augments blew. The doctors managed to remove most of the shrapnel, but he's going to have impaired movement. He may be able to walk, if they can clear out enough of the fused augments in his right leg to install a resistance unit. We'll know more when he wakes up." She glanced back at Miskin again. Daverik frowned.

"He doesn't remember anything?" He asked softly.

"We're not sure." Arlune licked her lips behind her mask. "He still has comprehension of language, so I don't think his knowledge has diminished any." She tapped the side of her head. "I think he's just lost his memories of events and people. The data we retrieved with the drainer seems to support this." Daverik was silent for a long moment.

"Then, perhaps….." He spoke to himself, before straightening, the flames the covered him taking their harsh edge back. "Perhaps we can make good of this, after all. We-" he stopped mid-sentence and looked off-screen. After a few moments, he returned his attention to Arlune. "I've just received a message from my leak on Mertak. Does the data you recovered contain a code of any kind?" He asked. "From what I can gather, it's exactly what we've been looking for."

"There are several codes," The Repromag called up the data, having copied it to her own memory banks. "But, they appear to be just the average slew of door and computer codes. I don't- wait." She paused in her scrolling through the data. "There's reference to….. Something. It's not defined, but it's definitely important. From what I can tell, not even Mertak's leaders knew whatever it was." Daverik's eyes widened.

"That's it!" He exclaimed. "What else does it say?" Arlune shook her head.

"That's all there is." She sighed. "It was probably the first thing he got rid of, if it's as important as you say."

"No….." Daverik's eyes narrowed as he glanced downward, thinking hard. "He's smarter than that." He nodded to himself. "Kaizon Miskin is probably the most intelligent Repromag to ever live; If anyone could find a way to hide information from the EID, it would be him. Especially since he's been hooked up to one before….." He looked thoughtful again. "If this information is what I think it is, there's no way he'd allow it to be lost…… It's in his head, somewhere. But, how to get at it?"

"Daverik, sir?" Arlune raised a finger meekly. "If I may suggest a solution?"

----------------------

"Alright people," Garen addressed the recently reassembled inner circle of researchers, along with Max, in the main hub. Debris still covered the room, and most of the equipment was smashed. "I know we're in no shape to be anywhere but an infirmary bed, but, unfortunately, we don't have that kind of luxury anymore." He made a sweeping motion with his arm to indicate the mess of a room. "This just punctuates the fact that we're still in the middle of a crisis. Things were quiet for a few weeks and we let our guard down; This was the result." He shook his head. "We can't afford to let our guard down again; We have a leak on Mertak." He held up a silencing hand before everyone could begin to barrage him with questions. "No," he said, answering what was most assuredly going to be asked. "We have no idea who it is. For now, we're ignoring him." His hand whipped up once again. "We don't have the time or manpower to go on a witch hunt right now, which is why I've called you all together. This soon after the attack, our leak is probably as disoriented as the rest of the station, which gives us the freedom to talk even if he had somehow installed listening equipment in here. Only the people in this room are to be trusted." Takin's hand tentatively raised. "Yes, and Gwendolyn and her people, as well." He paused a moment, waiting for any questions. None were forthcoming.

"Alright," he plowed onward. "Communications Plan Seventeen is now in effect:" He began ticking items off on his fingers. "No line is considered secure. No one plugs into the Central Mainframe. If it's encrypted, encrypt it twice. And no, and I mean NO transmissions off the stations. Miss your mother? Too bad."

"But-" Glint tried to protest.

"NO!" Garen cut the Increnoid off. "I do not need to be wading through five hundred sub-space transmissions because you feel the need to complain to my superiors about getting assigned 'menial' tasks. If the leak _is_ stupid enough to continue sending messages to Daverik now that we know about him, I want that ping to be the only one I have to trace." It was at this moment that Gwendolyn floated down through the ceiling.

"What'd I miss?" She hovered next to Garen, taking in the appearance of each person assembled. Takin was the healthiest looking of the bunch, her time in the tank having sped up her recovery. The fishy Researcher still hadn't regained her voice, but that would only be a matter of time. Veltran stood next to her, having not left her side since they had been reunited outside of the infirmary. His back leg, which was held up off the ground, had a messily applied bandage that wrapped around the thigh tightly. A bit of red showed through white material. Max had a large purple and black bruise that covered most of the right side of his face and his arm was in a right arm was in a sling. The general fatigue and weariness he's been carrying around since his grandchildren had gone off the grid appeared to have vanished, instead replaced a battle mentality, honed from his long years in the Plumbers. Glint seemed to be the worst of the group, as she was the only one actually missing limbs. Sure, she had extras, but it still looked unsettling to see her minus two legs and a wing. The Tophgler opened her mouth.

"Wha…" Takin attempted a question, but her voice failed her. She coughed a few times, before nodding to Veltran. The Hounin seemed to know what she was going to ask, and growled the question for her. Garen froze.

"T-That…." Gwendolyn placed a claw on his shoulder, giving him a nod. He returned it, before clearing his throat and standing bit straighter. "That is the other reason you've all been assembled. Miskin-"

"He's gone." Glint cut in sharply. "Daverik took him." She crossed her arms as Takin uttered a nearly silent gasp and Veltran yipped in surprise. "I saw it happen."

"That's right." Garen sighed. "Which is why our first order of business is to shield this room. I'm not risking anyone else." Glint laughed darkly.

"Please!" Her eyes narrowed. "You know Daverik doesn't need anyone else. It's over, Garen! We can't possibly win now!" She started breathing faster, borderline hyperventilating. "He has the Key! DAVERIK HAS THE KEY!" She shouted hysterically. "It's only a matter of time until he figures out how it works and then nothing is going to stop him from-!" She cut off in mid scream, going rigid. She collapsed a moment later, Sargon, with Phora by his side, floating behind her.

"My sincerest apologies," He said, not sounding sorry at all. "But she was disturbing the child." He looked at Garen, then Gwendolyn. "I have located your monster."

----------------------

"Wakey, wakey, Captain Crazy." Kevin groaned, blinking slowly as the world faded into focus. Torgon peered down at him, his toothy smile both cheerful and disturbing. "About time, Kevin!" The mutant said in a singsong voice. "I've got great news!"

"_Goway_…. " The teen mumbled, swatting at the fish-creature lazily. His half-hearted attack was easily dodged. Kevin paid that fact no mind, instead pulling his pillow over his head. He slowly came to the realization that he was in his bed, meaning his 'mentor' had drugged him. Again. Man, he really needed to stop accepting ice cream from that guy.

"…ay, then." Kevin finally noticed that Torgon was talking again, still using that stupid chipper tone. "I guess I'll just go procure Ben myself." Good. Maybe then he could get back to-

"WHAAA?" Kevin shot up, falling out of the bed in the process. He barely noticed, pulling himself to his feet instantly. "We can go after the shrimp?" Excitement filled his face. "Seriously?" Torgon nodded.

"Yes. Totally. Completely seriously. This is my serious face, see?" He smiled a deranged grin, pointing to his face. "Now, come on." He turned and headed for the transporter. "This should be interesting."

-----------------------

"Gwen!" Ben met his cousin halfway across the clearing, both of them nearly tumbling to the ground as they practically tackled each other. "Are you ok?" he pushed her out to arm's length, a hand on each shoulder, looking her up and down for damage. Aside from a few scrapes and scuffs, she didn't appear to be hurt.

"I'm fine." She placed her own hands on his shoulders. "Just a little banged up. It's you I'm worried about." She peered at him closely. "Are you alright? When that _thing_ grabbed you, I thought for sure we'd lost you."

"I-" Ben stopped short of saying 'I'm fine'. No. No more lies. He wouldn't be like those aliens, like that monster….. "I'm not alright." he looked down at the ground, his hands dropping from her shoulders. "I… I haven't been alright in a long time. Those aliens….." he swallowed. "Those aliens weren't after the Omnitrix." Gwen's grip on her cousin's shoulder's tightened.

"Ben?"

"They were after me." Gwen was silent for a moment.

"I…" her face scrunched in confusion. "But, why?" Ben pulled away from her, looking to the side.

"They think I'm dangerous. Gwen, I," He sighed. "I'm not sure about what's true anymore. For all I know, they could be right." He looked up as Gwen stepped up behind him, placing a hand back on his shoulder. "Maybe you'd be safer if you….." he trailed off, unable to bring himself to finish the sentence.

"No, Ben." She pulled on his shoulder, making him face her. "Look, I don't know a lot about what's going on; less than you do, probably." She placed her other hand back on his shoulder. "And, to be honest, you've been scaring me these past few weeks. A lot." Ben looked back to the ground again, but she lifted his chin, making him look at her. "I'm not even sure what the truth is anymore, either. But I do know one thing that's always going to be true, Ben." She poked him in the chest. "You and I are in this thing together. No matter what harebrained idea pops into your head, if you lead, I'm willing to follow. And if we never find the truth, that's ok. I know we've got each other's backs, and that's truth enough for me." She paused, then stepped back, holding her nose.

"And," she added. "You still totally reek. That's definatly true." a grin crept onto her face.

"Hey!" Ben protested, a semi-shocked smile making itself known. "So do you!"

"Well, yeah, a little. That's to be expected with the way I've had to lug your butt around." Gwen rolled her eyes playfully. "But, you, man!" She laughed, waving her hand as if to clear the air. "That is powerful!"

"Excuse me." A high-pitched voice suddenly cut in from the west side of the clearing, causing the 'twins' to abruptly stop their banter and drop into battle ready stances. "I hate to break up such a beautiful family moment," Torgon giggled insanely, Kevin standing just behind him, cracking his knuckles. "But, we have a bit of a schedule to keep."

"Two 'O Clock to Two Fifteen," Kevin gave a feral grin. "Pound on the twerp."

"Great." Ben took a step back. "I was really hoping to avoid going hero if I didn't have to." He held the Omnitrix in front of him, ready to slam the dial.

"You might not have to." Gwen placed a hand on his arm to stop him, before taking a deep breath. "PEN! SIX SEVEN!" she shouted at the top of her lungs. A giant creature that resembled a wolf crossed with a hare burst into the clearing, Penelope in one paw, an albino girl in the other. Gwen smirked, turning back to Ben. "I made some new friends while you were gone." Ben gave her an incredulous look, glancing at Six in disbelief.

"Is it me," he mumbled to himself, turning to face Torgon once more. "Or are we magnets for weird?"

"Your face is about to be a magnet for my fist!" Kevin yelled, balling all four hands into fists for emphasis. Torgon just looked excited.

"This is going to be fun!" he cackled. "It's only missing one thing!" At that moment, two people burst into the clearing: Meexyairna from on side, and Commander Morrigan from the other. "And that's it!" Torgon laughed.

"The kids are ours, Torgon!" Meex yelled, her hand elongating into a blade. Morrigan had his blaster trained on Kevin. Neither one seemed to actually be paying any attention to Ben himself. "If you and Kevin don't leave now, you won't be walking away from this." She threatened.

"Ah." Torgon looked thoughtful for a split second. "There's only problem with your proposition." He pulled a small metal tube from his pocket. Holding it in front of him, he pressed the small button in the center, causing the tube to extend in both directions. With a deranged smile, Torgon spun the spear deftly in his claws. "I finally found something that cuts through Mikarin skin." He giggled again. "And I've been dying to test it out." In a sudden flurry of movement, he hurled the spear at the crystalline woman as Kevin let out a roar, charging headlong at Morrigan, blocking his laser blasts with his Mikarin arm. Meex dived to the side, rolling back to her feet as Torgon casually strolled towards her, pulling another tube from his pocket, identical to the first.

"And, in a moment," He promised, his grin turning dark. "You will be too."

--------------------

(1)- While Gwendolyn has been working on Mertak for nearly a hundred years, she wasn't exiled until about twelve years ago.

Like the title says, all the makings of a soap opera. Memory loss, tearful reunions, hysterical outbursts, psychos making threats, and children they didn't know they had.

Well, we've got quite the showdown set up. Should be interesting. Seeing as how I'm not exactly sure what should happen, feel free to send me ideas and suggestions via a review.

Or, y'know, just review.


	25. Wasn't Expecting That

Ok, guys. Here's the next chapter. Be warned, things are about to get ugly.

**Shadewolf7**- Let's hope you continue to be impressed.

**Drag0nfly**- Yeah, it draws ya in alright. As long as you make it past the first few chapters, anyway.

**VampireJazzy**- Of course, there is one soap opera thing I have yet to do…….

Ok, onto the chappa.

**Chapter Twenty-Five: Wasn't Expecting That**

"And, in a moment," He promised, his grin turning dark. "You will be too."

-SEPARATOR-

This was not a space Meexyairna liked occupying. Sure, Earth was nice enough; It's climates varied widely enough to support practically any form of life, the years were short and packed with holidays, and they had some of the tastiest rocks she'd had anywhere. And the humans were so used to weird, being rather odd themselves, that most of the mannerisms that would normally give her away as an alien were completely ignored. Not a bad vacation spot, really. However, one minor change, such as throwing in a psycho fish-monster with a whole mess of spears and the urge to try and get blood from a stone, namely, her, and Meex began to come around to the opinion that there were places she'd rather be.

Still, she thought as dove out of the way of yet another of Torgon's spears, this was what they paid her for, right? Luckily for her, while Torgon appeared to know how to use the weapons, he was far from being an expert in the art of throwing spears. While it didn't mean she could continue to simply run away, as he didn't look like he was going to be running out any time soon and the longer she dodged, the more likely it became he would score a lucky hit, it did give her a bit more time to think up a plan of action. She needed to go on the offensive if she was going to win or, more likely, stall Torgon long enough for Morrigan deal with the giant monster of a teenager and come help her. The problem was, she usually just hit things with her unbreakable fists until whatever she was fighting stopped moving. This was the first time she'd ever gone against something that could actually _cut_ her, which was proving to be a serious disadvantage.

As a spear drove into the tree to her left, she spun around suddenly, tossing out as many shards as possible in Torgon's direction and then continuing to run pell-mell through the woods. The mutant made a small sound of surprise, but gave no indication of actually being hit. Geez, had his speed increased _again_? It made Meex wonder exactly how she thought fighting him was a good idea. She stood practically no chance against the fish creature, even before he had all those spears, so why didn't she just have Morrigan snipe him? The Commander was a good enough marksman, he'd have probably pulled it off. But, noooooo, she had to make a big, dramatic entrance. Brilliant.

A spear grazing her shoulder brought her focus back to the matter at hand. Right, murderous psychopath on your tail, bit of a priority. The blue woman knew she was being toyed with; Torgon could have simply run up and stabbed her already had he been so inclined. She had to circumvent her disadvantage and get _him_ fighting on _her_ terms if she was going to have any sort of chance. So, what could she do? Well, he had the speed advantage... And her toughness pretty much bought her nil now that he had those spears... At least the trees we giving her ample cover. Not that they would help he once he got bored and decided to end this. Darnit, she was a tactician! This shouldn't be so hard to figure out! She narrowly avoided another spear, nearly tripping over it as it embedded itself in the ground in front of her.

Oh, there's an idea.

She threw herself backwards and grabbed the spear she had just passed, rolling to the side in time to avoid yet another one flying at her. She came out of her roll on her feet, the spear held tightly in her hands as she faced Torgon challengingly. The mutant paused his throwing, seemingly considering the entertainment value of a fight versus a chase. After a moment, he giggled his insane giggle and grinned his manic grin, lowering the spear he'd been about to toss and taking up a fighting stance. His eyes took on an excited glint.

"And here I thought things couldn't get any more fun..."

-PAGE SEPARATION-

Commander Morrigan, meanwhile, was having troubles of his own. He'd fought plenty of behemoths in the past. More than he would care to count, actually. He was practically an expert on taking down giant, hulking monsters and he'd found out a universal truth about them: Giant, hulking monsters are slow, especially to super-speed aliens. This is always true. Except, Morrigan found, much to his dismay and at great cost to his roaring headache and broken rib, when they aren't. Like, now, for example.

Kevin was exceptionally fast, due to the parts of him that were Repromag. Nearly as fast as the Commander himself, which was a very, very bad thing. It made not getting killed much, much harder. As he dodged a pair of punches from the red-skinned amalgam of aliens, only to be backhanded and sent flying by hand number three, a small, cynical part of his mind mused that his current difficulty was his own fault. After all, the most basic rule of any fight is 'Know Thy Enemy' and Raast had had ample opportunities to learn more about Kevin than Kevin even knew about himself. But, even back during Project: SPONGE and Daverik's little 'Two for One' stunt, he'd never bothered to learn anything about the now monster, figuring he'd never have to deal with him. And, if he was honest with himself, he'd never really recovered from the loss of his arm. Sure, he'd gotten back into shape after his hospital stay, but he hadn't regained the speed and strength he'd once had. For which, that little part of his mind told him, he had no one to blame but himself.

At was at this point that Commander Morrigan told that little part of his brain to shut up and sit down.

"I'M GONNA GRIND YOU INTO DUST!" Kevin roared as he charged the Repromag again, his temper flaring at the laser blasts that managed to make it past his crystalline arm. Morrigan gauged the rampaging teen's approach, slipping his blaster back into it's holster. At the last possible moment, the Commander dodged to the side, Kevin's punch taking out the tree that had been behind the Repromag. Morrigan wasted no time in leaping up onto Kevin's exposed back and grabbing a fistful of the boy's mane-like hair. Kevin roared again in anger, twisting and turning in futile attempts to shake Morrigan off. The cyborg activated one of his lesser used augments and what appeared to be a long spike extended from his wrist. Before the behemoth knew what was happening, Morrigan stabbed him in the back of the neck.

-SEPARATION-

"Hey, Ben..." Gwen looked over to her cousin, her stance almost completely relaxed. She jerked her head in roughly the opposite direction of Morrigan and Kevin. "Think we should...?"

"Yeah," He nodded his agreement to the unspoken and obvious question, keeping his eyes locked to Morrigan. "I think we should."

"All for it!" Penelope peeped up quietly while glancing at the fighting pair warily, slowly backing away from them. Six, with Seven sitting on his shoulders, slowly turned towards the brush he'd come out of, intending to go back the same way. The wolf and his sister froze, however, as they simultaneously caught sight of the sky behind the Brit.

"I, um, I," The albino girl tried to begin a sentence, but had several false starts. "I know I don't, ah, get out much," These words practically screaming 'Bad News!', Ben, Gwen, and Pen turned to see a large space ship slowly descending from the still-cloudy sky, the expanded water rolling off it in such a way as to give it one the impression that it was actually emitting steam. "But, that doesn't, um, look very, ah, normal."

"Oh, no." Penelope's forced nonchalant answer came out a squeak. "Not normal."

"And definitely not good." Ben's eyes narrowed at the craft. The pupils seemed to sharpen for a moment, if one were to look closely enough. "...Sargon."

"Ben?" Gwen placed a hand on his shoulder, causing him to blink away the sharp edge and break his death stare with the ship. "What's up?"

"Looks like the jig is up." he frowned at her, holding a hand out to indicate the ship. "We can't get away from _that_." He shook his head. "And, even if we could, I'm done with running. I want the truth, and the only way we're find it is if we find the guy in charge." He gave a half smirk. "Wanna bet they're planning on taking us right to him?"

"Wait, you _want_ to let the guys who've been tryin' to capture you, and me by association, I might add, actually _capture you_?" Pen stared at Ben like he was insane, which, really, from her view, he appeared to be. "Have you lost it?"

"Maybe." Ben admitted. Inwardly, though, he was fairly confident that EP-713 would not be anywhere near this silent if this plan were a risk to his life. After all, his life depended on Ben's life.

Seven peered at Ben closely from her perch, appearing to be thinking hard. After a moment, she spoke. "I agree." She turned her gaze to the descending ship once more, her simple remark not making it clear who she was agreeing with about what. "I have some questions for him as well. I think there was more to all of us meeting than chance; I feel... connected to each of you." Her eyes narrowed. "I want to know why."

"Me too." Gwen suddenly blurted out, turning slightly red. "I don't know why, but I feel like I've known you guys all my life, like we're all close somehow." _Like a family_ (1)

"You know," Kevin's voice caused the group to whirl around to face him. "I'm getting tired of being ignored." Morrigan lay in a broken, sparking heap a few yards away from him. Kevin himself looked like he'd seen better days. His hair was matted and slick with blood, which still flowed freely down his neck, shoulders, and back. It was rather impressive, actually, that he was still standing without swaying from blood loss. Then again, Gwen mused, she couldn't even hazard a guess at the teen's physiology, so maybe he had some way of compensating. Either way, it was quite an amazing amount of blood to lose.

From the look in Ben's eyes, they were about to see just how much more Kevin had in him.

-Total Page Separation-

Maybe this hadn't been such a good idea. In fact, the longer the one-sided fight continued, the more Meexyairna became convinced that she should have just continued running, risk of lucky shots or not. She was slowly being whittled down to size as Torgon easily evaded her inexperienced attacks and, giggling, covered her body with miniscule nicks and cuts. He seemed to be making a game of doing the least damage possible per cut while still having them be visible. Meex didn't find this very fun. In fact, this was more the opposite of fun; This was decidedly _Anti-_fun.

"You are twisted." she spat as she stepped back from another round of 'kill the rock-girl'. Torgon just laughed, actually pausing his barrage to do so.

"And whose fault is that, hmm?" he cocked his head to the side, amusement written across his face. He laughed again at the sour look that crossed Meex's features. "Lighten up, lady." He twirled the spear in his claws nonchalantly. "You and I always knew it'd come down to this: If I don't kill you, you will surely kill me." He giggled. "Though, that's not looking likely."

"It doesn't have to be like that, Garrison." The Mikarin backed up another step. "You could come back to Mertak, we could-"

"Kill me?" Torgon cut in, humor suddenly gone from his stance as his voice became deep. "Make it like Torgon never happened?" His paw tightened around the spear. "Bring Garrison back?" He began to laugh again, his voice becoming high once more. As his cackling continued, he planted his spear in the ground and used it to help support himself. "Maybe do it _all over again_?" The mutant wiped a tear of mirth from his eye as he started to wind down. "Oh, right, too late!" this caused him to laugh even harder than before.

"The scientist on Mertak have learned from their mistakes." Meex insisted. "They won't let what happened happen again."

"Oh?" Torgon giggled. "'Cause, from what I've seen, Ben is doing _exactly_ that. Mertak's made the same stupid mistakes all over again with him, only, this time, they've managed it on a scale they never imagined in their most horrible nightmares." Torgon advanced on her slowly, no longer interested in games. "You thought yourselves Gods." Meex raised her spear to defend herself, but it was knocked from her hands before she could blink. She continued to back up, backing into a tree. "How fitting that you should happen to create a true God. A God of Vengeance."

"It's still not too late for Ben, Torgon." Meex pressed herself against the tree, trying to create what little distance she could. Torgon was mere inches from her. He leaned in, his mouth near where her ear would be, if she had them.

"Actually, it is." There was a horrible grinding, crunching sound and Torgon backed away. Meex looked down to find his spear sticking out of her chest, pinning her to the tree. "It's too late for all of you."

As the yellow glow of her eyes faded to black, Torgon almost looked sad.

-Page Break-

Ben found he couldn't move. His body felt rooted, no, held in place. Kevin seemed to be experiencing the same thing, frozen in mid-charge. At least Ben's eyes could still move, allowing him to just see part of Gwen's hand, if her strained his vision. She was frozen as well. And Six had somehow been stopped in mid-leap, leaving him hanging in the air. For several seconds, there was no motion, and all was silent. Then…..

"It truly amazes me, daughter, that you have managed to make such a monster look so innocuous." The voice of an old man came from somewhere above and behind him. It sounded rather uncaring, but Ben thought he heard a bit of hostility in it.

"Big things in small packages, Sargon." A woman's voice, though very raspy, from the same area as the first one. This one sounded both exasperated and relieved at the same time. "Why don't you- Oh. Oh my." There was a small beeping sound. "Garen, we need a medical team, now! The Commander's been injured, really badly. No sign of Meexyairna anywhere." Someone responded to her, but Ben couldn't make out the words, only that the voice was masculine. The woman spoke again. "Look, Sargon, watch these guys, ok? I'm going to go find Meexyairna."

"Of course." the gravely voice responded. "Do try to be careful." The woman made what sounded like a sarcastic reply, though she was already too far away for Ben to make out the words. A few moments later, a creature that looked like Ghostfreak floated in front of Ben. It had a few noticeable differences, however; Its long, flowing beard and bright, burning, orange eye. "Hello, monster. I believe it is time that we had a little talk."

Ben found that his head was suddenly free, but his consciousness suddenly fading…….

-Page Break-

"**Yes,"** Gwen would have gasped aloud if she had been able at the dark voice that came from her cousin. It sounded….. Inhuman. **"I believe it is, Sargon." **The use of its name seemed to surprise the alien, or at least it seemed so to Gwen. **"What would you like to talk about, oh remnant of the past?"**

"I could call you the same." The Ghostfreak look-alike appeared to overcome his surprise. "But, you have already read it from my mind, no doubt." His eye narrowed. "Along with what you have done to my home." Ben chuckled, the dark voice sending chills up Gwen's spine.

"**I did not rip your planet apart." **There was a sadistic pleasure in the voice. Whatever it was, it wasn't Ben. **"I merely encouraged what was already there, what was already everywhere."** Not-Ben chuckled again. **"It was your peoples' own evil that lead to their demise."**

"Yes….." The Sargon creature gave Ben an appraising look, as if trying to make his mind up about something. "The legends said that you would be like this." The orange eye narrowed again. "But, they also said you would not be whole, that your other half-"

"**Did you come to speak of things I already know, Ancient?" **Not-Ben actually sounded bored. **"This time would be better spent making peace with your daughter before you all die." **Sargon appeared to sneer.

"I did not come to speak to you at all." The alien stated. "I wish to speak with the child. I am here to speak with Ben."

"**The child is beyond your help." **The dark voice scoffed, before turning angry. The abrupt change scared Gwen. **"Or do you truly think his mind will not shatter when you tell him the truth?" **

"I…" Sargon paused. "You have not told him yourself?" Gwen heard Not-Ben gasp.

"**W- What? Why wouldn't I-"**

"Why would you not, indeed?" Sargon interrupted. "Unless….."

"**No! NO!"** The dark voice screamed. **"YOU KNOW NOTHING! YOU-!" **

"SILENCE!" Sargon seemed to expand, growing twice his height. "I _WILL_ SPEAK TO BEN!" His voice boomed. "AND I WILL DO SO NOW!"

-Break in the page-

Ben opened his eyes blearily. His head was pounding with an intensity he had never felt before. Idly, he wondered if this is what it was like to be hung over. The alien was still there, peering at him.

"Hello, Ben." It said. "My name is Sargon. I am here to help you." Ben's throat was dry. He coughed once.

"What…..?" the blonde left his inquiry at that, opting to let the alien fill in the blanks.

"I know of the monster in your mind, child." The alien's eye shone with a soothing light, taking the edge off of Ben's headache, making him feel more relaxed. "I can help you to be rid of it."

"How?"

"I must reach into your mind, child. Reach in, and destroy it." The eye glowed even brighter, taking away more pain and wrapping Ben in a feeling of security. "But, you must trust me."

"Get….. Get the monster?"

"Yes, child."

"O……Ok." Ben closed his eyes as the alien placed its hands on either side of his head. There was a twinge of pressure…….

Then Ben began to scream as red-hot tendrils forced their way into his brain.

The illusion of security shattered, as did his mind.

-End-type page break-

(1)- See chapter twenty-two, and Seven's big reveal therein, for the significance of the word family.

Geeze, man. I'm gonna have to bump the rating to 'M'. Things just took one heck of a turn. In case you are wondering about the strange page breaks, FFdotnet somehow took all my dash-type page breaks out of all my chapters. Which is really annoying. So, I'm gonna see if these stick around better.

Let's hope things look better next chapter, even though I doubt they will.


	26. Madness is Melodious

**Story Tagger**- Woo, that's a huge amount of reviews. Perceptive, too. You've been more spot on in your guesses than anyone else. You've also raised quite a few good questions as well, which, luckily for you, all have answers that will be revealed before the story ends. Regarding your last review, Ben won't be doing anything scary too soon, but he will be doing a few things that could be considered….. Disturbing.

**Phantom Girl**- Glad ya think it's good. Sorry that the updates take so long, but the next one should, hopefully, take less time.

And now, chappa.

**Chapter Twenty-Six: Madness is Melodious**

The illusion of security shattered, as did his mind.

0000000

"Have you ever, ever, ever in your long-legged life……."

Gwen blinked wearily, her head pounding like she had major symphony orchestra playing the 1812 Overture double time on her frontal lobe. And the cymbal crashes, while lovely, were not indicative of anything resembling relaxation in her near future.

"Seen a long-legged sailor and his long-legged wife?"

Last she remembered, everyone had been in the clearing, and those aliens had shown up…… And one of them did something to Ben……….

"No, I've never, never, never in my long-legged life……"

Ben had started screaming and writhing back and forth. It had sounded so _painful _that just hearing his wails had brought tears to her eyes. And then the alien had let Ben fall to the ground, and turned to look at her…….

"Seen a long-legged sailor and his long-legged wife."

After that, things went blank. Not black. She didn't black-out. Everything just stopped existing and then she was in here, wherever here was, listening to someone singing nursery rhymes.

"A sailor went to sea, sea, sea……"  
Come to think of it, who the heck was singing those, anyway? Gwen lifted her head up off the surprisingly soft pillow of the cot she was on, finding the action taking far more effort than it should.

"To see what he could see, see, see….."

And what was with the preoccupation with sailing said singer seemed to have? Did they grow up on a boat? What was that like, she wondered, to grow up on the sea? Did you have to spend time getting your 'land legs' after being at sea for months? How did people wash their clothes out on the water? Or, did they? How unsanitary.

"But all that he could see, see, see…."

The voice singing the next line brought her thoughts back from their roaming journey. She must have hit her head again sometime between blanking-out and ending up here, judging by the way her focus refused to stay where she wanted. Right, here. Where was here? That alien ship, probably. A cursory glance at the room surrounding her revealed that her cot was in what appeared to be a holding cell of some sort, though a bit comfier than what she imagined a dungeon would be like. Like a gentler version of a jail cell, almost.

"Was the bottom of the deep blue, sea, sea, sea."

Now that she actually listened to the voice, Gwen realized that it didn't actually sound like singing at all. It was more like a loud, dragging whisper, with minute tremors running through the voice every so often. She decided, since she couldn't see anything outside the bars from where she lay and couldn't seem to dredge up the energy rise from the cot, to try and make contact with the voice. After several false starts, and finding her throat and mouth to be very dry, she finally managed a weak call that was halfway between a whimper and cough. After a moment, she tried again, this time managing a bit of a yelp. Not particularly dignified, but audible.

The voice reacted…… badly. What could only be described as panicked squeaks suddenly filled the air, accompanied by a small clatter and the unmistakable sound of someone shoving themselves across the floor. There were a few more unintelligible, panicked sounds, before the clatter rose up again. Gwen was just working up the courage to speak again, in an attempt to calm the owner of the voice down, when a new voice faded into being.

"Mary had a little lamb……" The voice rose softly, causing the panicking voice to squeak in confusion. Seemingly oblivious, the new voice carried on. "Little lamb, little lamb. Mary had a little lamb….." The singing seemed to calm the first voice down, and when the new voice failed to continue, it tentatively picked the song up.

"It- Its fleece w-was white as snow….."

In a rush, Gwen realized that she knew the second voice. Though the sudden excitement had taken the little energy she had, she made one last attempt at contact.

"Pen?" She whispered, afraid of spooking the singing voice. If she received an answer, however, she never knew, as unconsciousness washed over her once more.

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"Short people got……. No reason."

There was a smile in his voice. Morrigan didn't need to see him to know that Torgon was extremely satisfied with himself, despite being captured and bound by nearly every conceivable constraint on the ship. His left, and currently only working, hand clutched into a fist. Just…… ignore him.

"Short people got…… No reason."

Don't go look at him. You're in no shape to do anything and, even if you were, beating a bound person would just bring you down to his level, and he'd love that. Just completely tune out that inane song and pretend he isn't there. How his voice managed to carry down a hall and through three doors was beyond Morrigan, but he was sure Torgon was doing it on purpose, to torture those in the operating room, trying to save Meexyairna's life.

"Short people got…… No reason to live!"

"WOULD SOMEONE KINDLY SHOVE A GAG DOWN THAT #'S THROAT?!" Morrigan jumped in his wheelchair as a doctor suddenly turned from the table and yelled to the observation deck. From his place beside the out-of-commission Repromag, Jarat cracked all four sets of knuckles loudly, turning to go do just that.

"Gladly."

"Knock it off." Gwendolyn didn't bother shifting her eye from the scene below. "I don't need you going down there and accidentally setting him lose in your attempts to beat him senseless." She blinked slowly. "Besides….. I think that's all he knows of that song." The Gypin growled and folded his bandaged arms across his massive chest, but stopped moving towards the door.

"Get the paddles, she's flatlining!" All attention was pulled back to the operating room. As one doctor grabbed the defibrillator and prepared to charge the paddles, another shoved him to the side.

"Idiot! She has no organs!" The doctor turned to an orderly. "We need a Psycon Storage Unit, stat!" she ordered, before turning to the observation deck. "Gwendolyn! We need Sargon down here! He's the only one who has the skills for a successful transfer!" Gwendolyn shut her eye tightly, her head lowering so she faced the ground. She said nothing. "Gwendolyn!" Morrigan saw that she wasn't going to answer, so he hit the com button.

"Yer gonna have ta do it without him." He reported. "What he's doing is……" His robotic hand clenched into a fist once more, his mouth going dry. "More important."

"More important MY A-"

"Got the unit, Ma'am!" The orderly rushed up to her side, wheeling a cart covered with wires and tubes, in the center of which stood a small spire with a blue sphere on top. Below the cart, the wires led to a pair of metallic cylinders which also each had a blue sphere on top.

"Forty-seven seconds past flat line." Another doctor reported. "If we're going to do this we need to do it now." The female doctor paused for less than a second, sighing, before turning to the orderly who wheeled the cart in.

"You scored highest on the testing, Everett." She gestured to Meex. "You're going to have to do it." The orderly turned white, quite the feat considering his dark skin, but nodded and quickly placed a cylinder in each of the Mikarin's hands. He positioned his own hands above the sphere atop the spire and took a deep breath.

"After all that we've been through….." Torgon's voice suddenly started up again, making the orderly jump as the spheres all began to glow. He maintained his concentration, however, and the wires leading from the cylinders began to crackle, frost slowly forming on them.

"In the end……"

Halfway up the wires, the frost stopped. Slowly, it began to retract, flowing back to the cylinders. Beads of sweat formed along the orderly's brow as his hands began to tremble, but the frost continued to disappear. Then the frost was gone. A moment later, the spheres glow faded away, and the orderly dropped his head, letting his hands fall to his sides.

"There was nothing anyone could do……."

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Miskin, or Faron, as they told him was his name, was recovering nicely. He was almost to the point where he could make the trip to the bathroom on his own, which would be a great relief for everyone involved, though it was still a bit unclear whether or not he'd ever be able to run again. That had to sting, Arlune knew. She couldn't imagine not being able to run. It'd be like being a fish that couldn't swim. Still, 'Faron' seemed not to take it too hard, probably because he couldn't actually remember what it was like to go at such high speeds. Both his arms were in working order, at least. They'd had a small amount of trouble removing fused augments from the left, and several custom augments that had survived had baffled the team removing them, but, in the end, both arms looked as though they should make a full recovery.

His mind, however, was another story. Deleting one's memory is in itself a hard blow to one's psyche, often altering one's personality in an attempt to cope with a sudden lack of knowledge, but it didn't hold a candle to having one's mind forcefully ripped open and poured through. The EID was a cruel machine, designed during a time of war and hate, for specific use against the Augmented Repromags during the great Biologics War. (1) Instead of simply scanning and copying data, it actually pulled the information out, deleting everything from the victim's memory banks. Usually, all that was left of the victim was a few shreds of a subconscious and nary a coherent thought.

Miskin was a little different. Perhaps, Arlune mused, he had had an ally or known someone whom had been subjected to the EID and had managed to design some sort of augment to protect himself from it. With as high as Daverik regarded his skills, it seemed entirely possible, especially in light of the half-dozen or so custom built augments they'd found. Given Arlune's suspicions that he'd been through the machine once before, it became, to her, the only possible explanation. Despite Miskin's protection from the EID, however, she began to notice certain….. Quirks making themselves known.

It started with the singing. As 'Faron' insisted on using his voice as though nothing was wrong with it, though it was still as dry and raspy and nearly non-existent as before, Arlune found that he often took to singing under his breath, even though he didn't seem to know any songs. He just sang about whatever he was doing, with no real reason, no matter how mundane. Yesterday, he was singing about singing. In a child it would be endearing, but with an adult it was disconcerting.

Then came arts and crafts. It started the same day as the singing, but took much longer to build to the same level. At lunch one day Faron decided that his food was boring, and started intermixing the different dishes until he ended up with a very messy smiley face. Aside from the occasional doodle, which was hardly alarming, that was the only incident that Arlune saw. Until, that is, she walked into his room and found him covering his sheets with finger paints, singing merrily. Arlune didn't know the ship even _had_ finger paints, let alone how he'd managed to get ahold of them. After that, he'd regularly produced works of art to be pinned up around his room.

Daverik, who was careful to have his existence concealed from Miskin, was both distressed and intrigued by the Repromag's new habits. The more child-like Faron was, the less likely he would revert to Miskin and remember the code. On the other hand, Daverik was hopeful that the paintings would allow them to peer into Miskin's subconscious and piece the code together themselves. Considering the fact that the resident psychologist deemed them nothing more than the artistic expression of a child, Arlune doubted they would.

Still, despite his apparent reversion to childhood, Miskin was just as smart as before, if their intelligence tests were to be believed. He certainly blew away Arlune's times on the complicated puzzles, that's for sure. The shrink said something about his mind coping with being ripped apart by reverting to a simpler and more innocent way of perception, or something like that. Rosy-coloured glasses, so to speak.

So, when he asked her why she was a mercenary, she was caught a little off guard.

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"Gwen?" Penelope strained her ears to hear over the singing, the only other sound in the room. "Is that you, Gwen?" she whispered, so as not to cause another fit from the singer. After several moments with no reply, she let out a slow breath and sat back down on her cot, looking through the bars of her cell to the one across from it, within which Seven hung from her wrists, bound and gagged, writhing about with a wild look in her eyes. She'd been doing that ever since she'd awoken again, despite Pen's attempts to calm her. She felt terribly sorry for the white-haired girl, even if she _had_ brought it on herself.

The first time Seven had awoken, the aliens, or whatever they were, were putting her in her cell. Pen had already been placed in her own moments before, so she received a front-row seat when the albino went nuts. One moment, she was being laid peacefully on the cot, the next, her eyes flew open and she was wailing like a banshee, clawing and biting like a crazed animal. She fared surprisingly well against this big red one with multiple arms, actually making it back away from her with the intensity of her attacks. One backhand, however, sent her flying into the wall and knocked her unconscious. They quickly restrained and gagged her, then left.

Aside from her, and possibly Gwen, Penelope had no clue as to where the others were. The Brit was the only one who'd been awake for the whole time, but she'd been unable to keep track of her companions as they'd been separated one by one and sent through this weird chamber. Pen wasn't sure of the purpose of it, but by the end of the process she'd been scanned by more then half a dozen different machines. The entire thing made her feel a little violated, and she was glad the others had been unconscious for it.

Though, why she had been left awake was yet another mystery to her. The bearded ghost-thing had done something to Ben, painful, whatever it was, and then locked eyes, er, eye, with Gwen and she just collapsed. Ben was down by then as well and after doing the same thing to Six, Seven, and that weird monster thing that beat up the super-fast robot thing, he'd looked at her. And nothing happened. The ghost-thing just looked at her for a second, then looked over to the woods as the other ghost-thing started screaming bloody murder. One 'Beam me up, Scotty' moment later, they were on the ship and getting separated.

So, with Seven indisposed and possibly Gwen not responding, Pen settled into her cot and listened sadly to the singer, following along softly under her breath with a broken rendition of 'Jesus Loves Me'.

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Takin stood just outside the holding cells, torn between going in and hiding in one of the labs until they got back to Mertak. The latter seemed highly appealing, but, at the same time, she felt as though she _had_ to go in and talk to the captives. They were just kids, after all. They had no real idea of what was going on and it was highly unlikely that Garen or Gwendolyn would bother telling them, seeing no point in it. But, Takin felt differently. If they were to be eliminated, they should at least know why. They deserved that much. And, chances were, she wouldn't have another opportunity to talk to them once they'd reached Mertak.

But what would she _say_? 'Sorry, we're gonna kill you due to no fault of your own, but, hey, I'm sure you'll feel better once I tell you why.' Oh yeah, that would go over great. They'd probably hate her for telling them, if anything. And, to be honest about it, they would be rather justified in their hate. Oh, how she wished Veltran were here to reassure her.

"Ain't right, is it?" Takin jumped, letting out a small squeak, as Commander Morrigan spoke. She'd been so lost in her thoughts that she hadn't heard him wheel up. The Repromag stared at the door to the holding cells, a look that crossed anger with pity on his face. After a moment, he turned to her. "We lost Meexyairna." Of all the things he might have said, this was the one she hadn't expected. Takin gasped, paws flying to her mouth as her eyes widened. "Torgon got his slimy paws on some weapons made outta this weird metal, we got no idea what it is, but it just," he shook his head. "Just ripped right through her." He turned to the door once more, sighing. "Ah want ta kill him, 'Kin. Ah ain't never wanted ta kill someone like this, not even 713.

"But, Ah don't think Ah could, really." His mask slid up and he rubbed his eyes. "Because, no matter what he does, it's our fault, 'Kin." He looked at her again, dark bags under his eyes. "Ah know you're thinking' the same thing." Takin said nothing, but looked away with tears in her eyes. "Garrison was a good soldier, a good _person_, an' we killed him." His mask slid down as he looked at the stump where his right arm had once been and his voice took on a slight synthetic quality Takin had never heard his mask cause before. "We did worse than kill him. We took his talents, we took his loyalty, an' we took his soul. An' we twisted him into something so terrible, so monstrous, that Garrison wasn't even there anymore." His voice hitched slightly, and the sound was amplified by the mask. "All that was left was Torgon. An' when Ah think about how we could take somethin' so good an' turn it into somethin' so evil……."

"We didn't know…" Takin whispered, as loud as her still recovering voice would allow.

"We didn't want to know." Morrigan countered. "All we wanted was a weapon. Well, we certainly got one, didn't we? We didn't care who got hurt, our killing machine had to be perfect. An' when he turned, what did we do?" Raast growled. "We went an' made a better one. Did we stop, think about what we were doin'? 'Course not. We were too smart to make the same mistake again, we had failsafes this time. All we did was prove how stupid we are. An' now, these kids havta die, to atone for our selfish, stupid sins. They're just kids, but we've forced this on them." He turned around, suddenly sounding tired, and began to wheel down the hall. "They ain't monsters, we are." He turned the corner, and disappeared from sight.

Takin stared after him a moment, before sniffling, wiping the tears from her face. She straightened her shoulders, now firm in her decision, and walked through the door to the holding cells.

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(1)- Repromag civil war, between those who believed against becoming cyborgs, and those who were for it. The war ended in a stalemate, and the two sides have formed a shaky truce.

Apparently, peoples just don't review unless I ask. Weird. Could it be that interest is waning in the story?


	27. The NoNamed Chapter

**Zirra Nova**- Ah, you didn't miss Torgon's description. I wasn't planning on making him into such a large part of the story when I made him, so I neglected to write out a description. Just imagine an emaciated RipJaws with bigger teeth, a longer body, and a spiky fin instead of an angler. Then, give him big 'ol claws and tri-jointed legs (kinda like XLR8) and you have Torgon.

**Aaron**- Nice to see you're enjoying it up through chapter six. You ever make it any farther?

**Flamefeather Pen**- Well, I won't tell you who the singer is, but I will tell you it's someone we've met.

**Vampire Jazzy**- Creepy is fun. EP-713, by the way.

**Cyber-Porygon**- Well, I sent you a reply, but you never made any indication of receiving it. Like I said before, it would help if you were a little more specific about what you didn't get.

And now, chappa.

**Chapter Twenty-Seven: The No-Name Chapter**

She straightened her shoulders, now firm in her decision, and walked through the door to the holding cells.

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The door creaked as it opened. What the heck? The thing didn't even have hinges, how was that possible? Despite the impossibility of it, and much to Takin's chagrin, it did, causing silence to suddenly descend upon the hallway lined with cells. The small, almost non-happening, event caused the fishy alien to all but lose the sudden confidence she'd felt in her decision.. She'd barely made it two steps inside when she felt the growing urge to, quite literally, turn tail and leave. If it wasn't for the fact that the door was already sliding silently shut behind her, she might have. Of course, the fact that the door chose _now_ to be silent like it was supposed to be irked her to the point that her apprehension disappeared. Until the door somehow managed to slam shut, figuratively scaring the pants off her. With no other choice, and wanting to get away from the weird door, Takin tentatively pressed onward.

The first cell she passed held the giant canine, Six, sedated and muzzled securely. She paused for a moment to look at him, wondering how they managed to even fit him into the little cell. As it was, the mutant was pressed rather snugly against all four walls, his furry flank pushing against the bars. Geez, his ribs stuck out more than Torgon's, she could clearly see them all through his gaunt skin. Hopefully, they'd fix that before too long.

The cell opposite that held Kevin, in all his twisted glory, restrained with two pairs of energy-relapse cuffs, some chains that bolted into the walls, and some sort of gag that, Takin assumed, would stop him from spewing any of that corrosive goo. He wasn't awake yet either, but Takin was actually glad for that. On the off chance he wouldn't go berserk and try to rip her apart on sight, it was doubtful he'd believe anything she said.

The next pair of cells were empty and occupied, respectively. The empty one had originally been meant for Ben, but Sargon had insisted he be placed farther from the entrance, for reasons she didn't know. The cell across from it held a sleeping Gwen, who held a pained, troubled expression on her face. Her head was swathed in bandages, as she'd banged it on a rock during her capture, or so Takin was told. She had assorted sensors and the like attached to various parts of her body, so that the infirmary would know the moment something went wrong, if something did go wrong. She was a priority one, so, even with the extreme backlog the medical personnel were facing due to the bomb back on Mertak, she would been taken care of immediately. There would also be someone coming in every few hours or so to wake her up, which Takin understood to be standard medical procedure with human head wounds.

Takin frowned. It seemed everyone was either still unconscious or sleeping. At this rate, she'd have done all that agonizing for nothing. As she continued forward, the claws on her feet clicking against the metal floor, she caught sight of the occupant of the next cell, who proved her wrong with a frightening ferocity.

The cell sitting directly after the empty one held the white girl, the oldest of the group, though only by a few days. The aptly and unimaginatively named Seven stared at Takin with her wide, red eyes as the fishy alien approached, mouth slightly agape as she surveyed the extensive restraints. Then, as though a switch was flipped, the albino suddenly began to tear against her bindings with all the force in her teenage body, animalistic growls escaping lowly through the gag in her mouth. Takin took a step back reflexively at the sudden aggression, letting out a squeak.

"S-Stop!" She said worriedly, holding up her paws in a placating manner. "Please, calm down!" With the way the girl was struggling, she was liable to hurt herself. "I just want to talk to you!" So distracted was she by the mad girl that she nearly jumped out of her scaly skin when someone spoke from behind her.

"She isn't much in the mood for a chat right now." Takin spun around with wide eyes, facing the cell behind her. The brown-haired girl, Penelope, sat upon the head of the cot in her cell, back against the wall with her arms crossed, staring at the ceiling. "Matter a fact," She turned his head slightly, glancing sidelong at the researcher with a guarded expression. "None of us feel like talkin' 'bout now." She snorted. "Wonder why?" The girl blew out a slow breath, her parka rustling as she deflated. "Not that anyone's asked how I feel about anything lately, mind you. But, you probably don't care, anyway, so," She waved a hand lazily, looking back up at the ceiling. "Go right ahead, talk."

Takin opened her mouth, than closed it, then opened it again. The she closed it, and swallowed self-consciously. This wasn't good. She'd completely forgotten everything she'd planned on saying. Darn it, this always happened when she got nervous!

"I, I just wanted, I mean, I thought," She stuttered, causing Penelope to glance back over at her with a raised eyebrow. "You…. You deserve to know." she whispered.

"Know?" Pen sat up straighter, eyes narrowed. "Know wot?" She swung her legs over the side of the cot, so that she was fully facing the alien.

"Why you're here, what….what's going to happen," Takin looked away from the girl's gaze, eyes misting up with tears already. "Everything."

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"What kind of a fool did you take me for, really?" Arlune could only assume the question was rhetorical, as Miskin's arm around her throat was preventing her from speaking.

She did, however, manage a choked "The brain damaged kind?" Miskin's response to this was a short, piteous laugh.

"Good." He rasped. "That's exactly what I wanted." He dragged her backwards, towards the door. "Hard to maintain, though the illusion was." His grip loosened slightly as he slapped the control to open the door, allowing the mercenary to finally draw a decent breath.

"I don't," Arlune paused for another deep breath. "I don't get it." Miskin snorted, continuing to drag her backwards.

"Please, it's so simple." He scoffed. "It was all a ruse; I've been playing you since you imprisoned me." He paused, checking around a corner to make sure the coast was clear. "I hatched the whole plot while you were chatting with In'O. A little bit of acting made you think I'd wiped almost everything from my own memory banks, and you convinced yourselves that the EID would fry whatever was left." He stopped at a wall terminal, typing rapidly with one hand. A few moments later, the alarm klaxons sounded as the lights flashed red.

**Security Alert in Sector Seven! Repeat, Security Alert in Sector Seven! All Security Personnel, Respond Immediately.**

Arlune blinked confusedly. They were in sector four….. Was someone else on the ship?

"Heh." Miskin chuckled in his barely-existent voice. "That should keep them busy long enough." He started dragging her again, his arm cutting off her air once more. "Where was I? Ah, yes. All I had to do was leave Daverik a few breadcrumbs in the EID. If I had left it devoid of information, he would've have no reason to keep me alive, and if I'd simply been defiant, he'd have resorted to torture." The came to an abrupt halt and Miskin shoved her against a wall as the sound of running feet approached. They passed a moment later, and Mikin started pulling her along once more.

"So, I fabricated the Faron persona. Not only did it allow Daverik a reason to think me harmless, but it got me a room in the infirmary instead of the brig." He chuckled again. "Of course, In'O's little temper tantrum went a long way to help with that." The pressure against Arlune's throat lessened once more as they pulled to a stop, Miskin's free hand reaching out and gripping her own. He pressed her hand against a panel on the wall and there was the sound of a door opening. A moment later, he pulled her into her own room and dropped her on the floor. She blinked dizzily, drawing in deep draughts of air as she peered up at the researcher. He was standing with his back to her, facing her dresser.

"Glad to see you kept my mask nice and safe." He said. There was a faint whooshing sound, before Miskin turned to her, his mask back in place. "But, I need some new augments." He took a step towards her. "You don't mind if I take yours, I hope?"

"What makes you think I'll let you?" Arlune leapt to her feet, lunging at Miskin in an attempt to catch him off guard. It failed.

"This does." He pointed her own blaster, which she had stupidly left on her dresser, right at her. The mercenary was forced to freeze. "Now, I suggest you show me to your augments, before things become _very_ unpleasant."

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"I…." Takin sighed. "I was born in a growth tank." Penelope blinked, not sure what the alien's admission had to do with anything. "My basic genetic code was taken from the Tophgler, but with serious modifications." The fishy alien flexed her paw slowly, staring at it instead of Pen. "After all, the Tophgler can't breathe out of water, not for long, anyway. Garen and Gwendolyn, they…… They wanted one that could. So, they changed some chromosomes around, threw in some new ones, and gave me lungs for when I was out of water. A fish with lungs, what a sight."

"Uh…. Why'd they need a fish with lungs?" The parka-girl leaned back against the wall again, trying to appear indifferent.

"Convenience, mostly." Takin let out a mirthless laugh. "The lungs are just one of my 'features'. My real purpose, when you get down to it, is to be a biological computer. I can think faster than anyone on this ship, save Gwendolyn. I can perform feats of mathematics so advanced that the greatest minds on your planet couldn't comprehend a single equation if I broke it down for them step-by-step, and that's not boasting." She sighed again. "It's just what I was made for. The fact that I have a personality? Just a side affect of being biologically based. I wasn't even meant to be free-willed, you know." Takin glanced back the way she had come, looking thoughtful. After a moment, she pulled out a key card and slipped it into a slot by the door to Penelope's cell. The door slipped open, and Takin stepped inside, before the door slid closed once more. Takin took a seat on the floor, across from Pen.

"They'd probably prefer if I wasn't. Free-willed, that is." Penelope pushed herself as far away from the alien as the small cell would allow. "I have our mutual friend to thank for that." She leaned her head back against the wall. "EP-713. That's the name they gave to a mystery organism they found a few centuries back on the outer reaches of the universe. About seventy years ago, that's Earth years, Garen and Gwendolyn got a hold of it somehow. I don't know if they actually got permission from the Emperor to run some tests on it, or if they just bribed someone in the research labs it was being studied in to steal it, but they got it. EP-713 is just a white blob, but it has a cell structure unlike anything else in the universe and the amount of energy it generates……" Takin laughed. "Incredible. Impossible, really, from a scientific standpoint, since we can't find anything resembling mitochondria anywhere in him."

"Mitowhatia?" The parka-girl was coming around to the opinion that this alien was insane.

"Ah, sorry, got away from what I was talking about for a moment." Takin apologized. "The point is, Garen and Gwendolyn got this incredible life form that we know nothing about, aside from the fact that it generates an incredible amount of power. That's when they started work on creating me. They had more than a few failures. I don't want to think about how many times I've been born, only to die a few minutes later because I wasn't holding together genetically." The fishy alien shuddered. "Let's just say it was a lot. While I was being made, several other projects were running. The Torgon project, notably. There…. There was a soldier, I don't know all the details, but he," She swiped a paw across her eyes. "He volunteered to be experimented on. He _trusted_ Garen and Gwendolyn, so much that he let them completely twist his genetic code. And that's when they got the idea to splice in some cells from EP-713..."

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"Phora?" Gwendolyn slowly floated into her room, feeling completely drained. God, they'd lost Meex. The reasercher had never really gotten along with the Mikarin agent, but she hadn't hated her either. She certainly hadn't wanted this….. And the Commander was nearly killed as well, even if he pretended like he wasn't a step from death's door. And all this because of Torgon……

"Phora?" She repeated, a little louder, turning on the lights in the room. Her daughter was curled up on her bed, facing away from her. "You ok, kiddo?" She floated towards her, concern tingeing her voice. She may not have expected the role of motherhood being suddenly dropped in her lap, but she'd made a concentrated effort to care for her child. Anything to be a better parent than Sargon had been. And, despite her expectations, she'd actually started to grow fond of the girl. As she grew nearer to Phora, however, the air became progressively colder. Gwendolyn's eye narrowed. "Phor-" she cut off with a gasp as her daughter's eye suddenly slid around her body to stare at her, wide and terrified. The normally pink eye had turned silver.

"It…." she child shuddered, her eye squeezing tightly closed for a moment. "It hurts….." Gwendolyn felt paralyzed. Her mind was filled with fear and her body wouldn't respond to her demands. And, by Phaetos, _she didn't know what to do_! And so, she did the only thing she could. She turned and screamed, as loud as possible.

"SARGON!"

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"How long has she been like this?" The bearded Ancient normally calm voice had a nervous edge to it as he ran his hand over his granddaughter's head. She didn't seem to notice either of her relatives.

"I'm not sure," Gwendolyn fidgeted restlessly beside him, her locked onto her daughter's. "She was like this when I came back from the observation deck in the OR." She shook her head. "I hadn't been away from her for, what? An hour?"

"She has spoken?" Sargon prompted, reaching towards the child's mind with his own. Phora chose that time to speak again.

"It hurts…." she whispered, voice strained.

"N-No, no," Gwendolyn gripped her daughter's hand. "Just that, over and over. _Why does she keep saying that?_"

"Calm yourself…." Sargon muttered, almost more out of habit than anything else, his eye closing in concentration. "She is in no pain." He said at length. His eye opened. "She is not even awake." He clasped one hand behind his back, the other one stroking his beard thoughtfully. "In a way…." he thought out loud. "She is not even Phora."

"What," Gwendolyn blinked. "You mean, she's just projecting?"

"In a manner I have never before seen, or even heard of, yes." Sargon nodded. "As far as I can sense, she might not even be projecting the present; It is most peculiar."

"Well, can you, ah," The researcher waved her free hand idly. "Discern who it is?"

"Hmmm….." The Ancient shook his head. "I am afraid not; I am not even sure it is limited to a single person." He crossed his arms. "It could be several, or one, or a whole planet, though I doubt the last one, or she may even be projecting the same person at multiple stages in that person's life; As I said, it is most peculiar."

"So, what?" Gwendolyn ran a hand over her face. "We just wait for her to snap out of it?"

"It would seem so." Sargon nodded. "And, in the meantime, listen. Perhaps you shall glean some information of import."

"Yeah, I guess that's a good- wait." Gwendolyn straightened. "What do you mean, me?" She frowned with her eye. "Where do you think you're going?"

"I must return to my vigil." The elder Phantalin answered.. "I must continue to ensure that the boy and the monster remain separate." He nodded sagely, eye closed as he listened to something only he could hear. "Already, the monster has begun to repair the rift between their minds."

"But, what if I need yo-" Gwendolyn stopped herself. "I mean, right, of course. Can't let that happen." She glanced down at her daughter, who was still whispering the same line over and over. "Now that I know she's just projecting I can take care of her fine by myself. You go and-" However, when she looked up, he was already gone.

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Max paced by the teleporters in the security block, awaiting the return of his grandchildren. The fact that they were being as criminals did not escape him, and he felt his blood boil, as surely as he felt the eyes of Mertak security on him, confirming that he was not fully trusted as well. Still, he'd burn that bridge when he got to it and, for now, he would focus on the positive. His grandchildren were going to be with him again.

He frowned. Considering the way Garen was having them treated, maybe they'd be better off as far from here as possible. The Head Researcher hadn't been especially forthcoming on details about how they were, either. He knew there had been difficulty getting a hold of them, and Garen had mentioned Torgon…… The elderly plumber sighed.

At least he'd be able to tell Ben and Gwen's parents they'd been found. The thought of _where_ they'd been found put a slight smile on Max's face. Just a few hundred miles south of South Dakota, heading in a decidedly northern direction. Mount Rushmore had been their goal, and it made Max proud that his grandkids, even though confused, had pulled together and come up with a solid plan for a good aggressive defense.

**Attention, Security, the detention vessel has returned from Earth, prepare for the arrival of multiple detainees. **

Max looked up at the ceiling as Garen's voice rang out, making several guards stand at attention and even more flood the room, along with a few medical staff. That certainly grabbed Max's attention, even as he was pushed, shoved, and elbowed to a corner of the room. The lack of respect being shown to an elder, and an injured one at that, was simply appalling.

Max swallowed nervously as the transporters began humming. This was it, they were going to be together again.

Kevin faded into view in the space of half a second, catching Max off guard. He hadn't heard that Kevin was involved. In less time than it had taken to teleport him, the slumbering teen was beset on all sides by military and medical personnel alike and was quickly whisked from the room. The same process repeated for a giant hound of some kind, a girl in a parka, another, slightly older girl with white skin, who was kicking and screaming through her gag, and, much to Max's chagrin, Torgon.

The humming stopped. Max frowned.

"Where are my grandchildren?" he said aloud, staring at the teleporters as though they were to blame. When no one answered him, he turned around, only to find that he'd been left completely alone.

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What's this? No notes? Oh, how odd……

But, hey hey, Max is finally back into the story. What fun.

In the next episode! Intrigue, tearful reunions, the return of Ben, and a few surprises! Tune in next time for more Skin Deep!


	28. The Good Fight?

**Beserkians Fury**- Blink. Blink. Right. Well. Same to you, I guess.

**Zirra Nova**- Your love of Miskin may rise or drop a few notches after reading this chapter. And, as for EP-713, you don't get to see much anything of him in this chapter, sorry. But, yes, he is what's messing with Ben.

**Cyber-Porygon**- Ah, I see.

Behold! Chappa written on insomnia!

**Chapter Twenty-Eight: The Good Fight? **

When no one answered him, he turned around, only to find that he'd been left completely alone.

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"Where are my grandchildren?" Garen stood on the far side of the room, in deep discussion with his hand com, either ignoring or simply not realizing the fact that Max was very agitated and coming right at him. Private Persly, the poor, unlucky Tophgler, attempted to stop the injured ex-plumber and found himself tossed out of the way as though he were nothing but a cardboard cutout.

"Where are my grandchildren?!" Max repeated, a bit more urgently, pushing past a few more ineffective security personnel. (1) Most of them had the common sense to stay out of his direct path, and one actually had the brains to pull out his blaster, though he refrained from actually using it. Max made it all the way across the room and stopped right in front of the Binarai, towering over him. Finally taking notice of the irate human, Garen looked up at him, proverbial eyebrow raised.

"Max?" He asked cautiously, noting the dark look on the elder's face. "Is there something I can help you with?" Max angrily swooped the minute alien into his hand, holding him up to his face.

"Where. Are. My. Grandchildren?" The ex-plumber ground out through clenched teeth, trying and failing miserably to sound calm. Garen stared at him for a moment.

"Geez, Max!" He laughed, discreetly waving at the guards to relax. "This is exactly why you need to start carrying that hand com I gave you; You'd actually get the communiqués I send you." He waved his free hand and Max set him back down with an apologetic look, no longer angry, just anxious. "Like my message-you-didn't-get said, Gwen had a bit of a bump on the head when we caught her, so we were planning on keeping her in the infirmary." He shrugged, pocketing his hand com. "However, she's made an amazing recovery, two guesses why, so we decided to give her her own quarters. They're right next to yours, actually."

"O-Oh." Max blinked. "Sorry, Garen, I-"

"No, no." Garen interrupted his apology before it could start with an outstretched hand. "Don't worry about it; We've all been pretty stressed these past few weeks, and you can't tell me you haven't been worried about your grandkids this whole time." He chuckled. "Some of that's bound to come out every now and again, right?"

"Well, I suppose, but,-"

"Ah, no buts." Garen insisted. "It's alright." He waved his hand in a shooing motion. "Go. Talk to your granddaughter. Have a happy reunion and all that." Max hesitated for a moment, before nodding and turning back the way he'd come. Then, he paused.

"Garen?" The ex-plumber turned back to the minute alien. "What about Ben?" Garen's smile fell.

"Ah, well, Ben….." Garen glanced about the room, rubbing the back of his neck. "I was hoping to let you spend some time with Gwen before I told you about this, but…." He sighed. "Ben's condition is…… delicate."

"What do you mean?" Max frowned, eyes full of concern. "Is he hurt?"

"No, no," The Head of Mertak crossed his arms. "Physically he's fine, but EP-713 has played havoc on his mind. He's still Ben," Garen preempted Max's next question. "But his perception of everything around him is skewed so badly that he perceives everyone as an enemy. Sargon's working on reversing EP-713's influence, but it may be some time before Ben becomes coherent again."

"I….." Max swallowed loudly, his throat suddenly dry. The moisture seemed to have migrated to his eyes. "Can…. Can I see him?" Garen looked away.

"Not yet." the Binarai all but whispered. "None of us have ever dealt with a psychic entity of this magnitude before, save Sargon, so we have to wait until he says it's safe…… For both of you." He closed his eyes. "I'm sorry, Max. There's nothing either of us can do right now. Go, you have another grandchild, one who's probably scared and confused." He looked up, staring Max right in the eye. "You _can_ help Gwen." Max opened his mouth, but closed it again with a sigh. Slowly, he turned and walked sadly from the room. Garen pulled his hand com back out.

"Gwendy? Max was just here, he reacted just like we thought……. Yes, I told him……." Garen sighed. "Yeah, it worked like a charm……"

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"Why so glum, when we're having such fun?" Miskin chuckled, his arm around Arlune's throat once again as he pulled her out of her room, new augments in place. "And here I thought you were a fun-loving girl, mercenary of adventure and all that." he rasped.

"Give me the gun….." Arlune coughed. "And let me go; Then we'll have some fun, promise." She did her best to sound as sarcastic as possible. "You can totally trust me, tiger."

"What the heck is a tiger, anyway?" Miskin wondered aloud. "A gullible buffoon, maybe? Not the best nickname."

"It's a term of endearment, stupid." The mercenary almost sounded amused, if one could get past the pain and anger in her voice. "Some sort of Earth animal, I figured you'd get the reference, considering where you work."

"I do my best to forget what I do, thank you very much; I'm just as sick of the War as everyone else." The last part was said so quietly that, even so close to him, Arlune could barely hear it.

"Then why not help end it? With your intelligence, you could-" She cut off with a pained squeak as Miskin's arm tightened around her throat suddenly.

"What do you think I've been doing on Mertak all these years?" He growled dangerously. "You think I've been sitting around, twiddling my thumbs while the Emperor's Army and Vilgax duke it out?" His voice turned venomous. "Do you have any idea how many deaths I've allowed, how many I've caused, all in the name of peace? Do you know what it's like have your brain ripped apart by that machine? The machine we created in our war?" His arm loosened again, and Arlune took several quick, scared breaths. Miskin was becoming increasingly unstable.

"I was a prisoner of war, did you know that? I was one of the first ones they tested the EID on, back before it was so 'gentle'." He laughed bitterly. "They ripped everything they could right out of my head and left me to rot in a cell. No food, no water, no medical attention to my injuries. Just a machine, after all. No need to treat me as though I was a real person. When I came back to myself, it was several weeks later. I'm not sure what happened during that time, but my allies found me, put me back together the best they could, and slaughtered the ones who had captured me." He laughed again. "All in the name of peace! It's all about who can beat the other's into submission! That's how you get peace, by breaking anyone who can stand against your authority!"

"Well, if that's how you feel about it….." Arlune said cautiously. "Why not help us? Helping the Emperor hasn't gotten you any peace, but, if you join with us, we'd be able to, ah, 'break' the Emperor and Vilgax both." Miskin stopped walking for a moment, giving Arlune the hope that she was actually getting through to him.

"…No." Miskin started walking again. "Daverik is nearly as bad as the other two. The only reason he's got power now is because the other two choices are so horrible that he looks like a savior to you people. Once the others are gone, he'd be the Emperor all over again, and a new Vilgax would rise against him, putting us right back to where we started. There can be no lasting peace this way."

"Then, what, you're going to keep helping the Emperor?" Arlune scoffed. "I know what we're doing isn't going to last, but at least it's a step in the right direction!"

"No," Miskin stopped again, this time slapping a panel on the wall. "I haven't been serving the Emperor for some years now." He stepped backwards, shoving Arlune forward. She spun around to face him, eyes wide. He was standing in an escape pod. He tossed the gun to her. She gripped it tightly, pointing it at his head. "The one I serve knows the path to true peace. He's powerful enough to stop all of them, and to keep anyone from starting another war." He held his hand out, beckoning for Arlune to join him in the pod. "You know the path you follow can't last. This one can." He rasped gently. "We've both seen enough war; Come help me end it." Several moments passed. Arlune's aim faltered.

"Can he…. Can he actually do it?" She whispered. "No more false promises of peace? No more war?"

"No more war." Miskin promised, now more lucid and sane than Arlune herself felt. Alarm klaxons blared to life anew, the emergency lights colouring the hall red.

**Security Alert in Sector Four Escape Pods! Level Five Emergency! All Security Personnel, Respond! **

Miskin remained where he stood, arm extended toward her, not moving, even as the sound of pounding feet drew closer.

The blaster fell to the ground with a clatter, and Arlune stepped into the pod.

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Veltran growled quietly, nudging Takin's shoulder. The fishy alien didn't respond, continuing to stare at the nearly catatonic Penelope from her seat. Veltran nudged her again, growling a little louder.

"I wonder sometimes, Vel." Takin didn't look at her boyfriend. "Are we really the good guys? Is this really what good does?" She stared at her paws, fidgeting in her lap. "I know I didn't make the decision to make them, but I had a hand in it. And now that EP-713 has come back, we've got to destroy them…." Veltran was silent for a moment. He growled questioningly.

"I don't know." Takin sighed, closing her eyes. "That's what I keep asking myself. What else can we do? The risk of EP-713 joining with his other half is too big; If there's any possibility of him manifesting in one of them and figuring out the code, we just……" She shook her head. "There isn't any real choice. There isn't any _good_ choice. We have to simply disregard their feelings, their lives. How can we be the good guys when we caused this situation?" Veltran whined softly.

"Why did we have to make living weapons? Ones that could think and feel? They're no different than me, no different from you, or Garen, or anyone. They're just kids. Meex was right." She put her head in her paws, shuddering. "Oh, God…….. She's really gone……." Veltran stood silently as Takin wept into her hands, unsure of how to comfort her. A few minutes later, Takin's hand com chirped.

"Yes?" The fishy alien sniffed. "Yes. Of course. I'll be right there." She stood slowly, placing a hand affectionately on Veltran's furry head. "That was Garen, he wants both of us in the Main Hub." The aliens turned and left the room, nodding to the guards on their way out, leaving Penelope laying on the cot in her cell, staring up at the ceiling unblinkingly.

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The door opened automatically when Max knocked. The lights were dimmed, but he could see that the quarters were pretty much the same as his own. A main room, with an easy chair, a small sofa, and a small bookcase, a small kitchen with all the usual appliances, a door that led to a bathroom, and a door that led to a bedroom. The door to the bedroom was open and the lights were dimmed in there as well. Gwen was lying on the bed, still asleep it seemed. There was a chair by the bed; Max sat in it.

Max frowned. His granddaughter had changed since he'd last seen her. It'd only been about three weeks, but she seemed older, more world weary perhaps. A child of her age should not have faint stress and worry lines on her face, nor should she have a frown set into her face, even when sleeping. Her skin had become darker, tanned deeply from spending nearly all those three weeks outside, without any protection from the sun. It was almost to the point where, if Max didn't know her, he'd think she was from the tropics. Her air had been coloured by the sun a bit, too. It had always been bright red, but, now, it was even brighter, bordering on orange. It'd grown like crazy, too, now reaching at least four inches past her shoulders. (2) The ex-plumber smiled softly at that, recalling how fussy Gwen had always been about keeping her hair short and neat. His smile fell slightly. Had she changed so much on the inside as well?

Only one way to find out……

Max slowly reached out and placed his uninjured hand on her shoulder, shaking her gently.

"Gwen?" he whispered softly. In the time it took him to blink, Gwen had a fistful of his shirt in one hand, the other hand pulled back in a fist, ready to strike. Gwen only stopped short when she realized just _who _she was about to punch. She stared at him, wide eyed, frozen in place.

"…..Grandpa?" She barely moved, but her grip on his shirt tightened noticeably. "We….. We were actually caught….. Ben, you crazy doofus….." She blinked, seeming to come back to the present. She lowered her arm, eyes shining with tears. "Grandpa….." She latched onto him, burying her face into his shoulder. Max hugged his granddaughter tightly, his own tears filling his eyes. "I know you didn't have anything to do with this, Grandpa." she cried. "I'm so sorry; We should have trusted you, but we just took off….."

"Shhh, shh….. It's alright." Max patted her back lightly. "It's not your fault, Gwen."

"But, but we just, we just left! We didn't even look back!" She looked up at him, face streaked with tears.

"Don't blame yourself, Gwen." Max shook his head. "There……. There are a lot of things I haven't told you about." He looked away. "I was planning to, when you were older, but maybe I should have. None of this might have happened otherwise." He sighed, then smiled slightly. "At least we can tell your parents you're ok." Gwen nodded, seeming to be slightly mollified by the prospect of talking to her parents, before frowning.

"Where's everyone else?" She asked. "Seven, Six, Penelope, Ben? Are they ok?" Max blinked.

"Ah," He thought back to the brig teleporter. "You mean those girls they brought in with you, and the big dog?" Gwen nodded. "Garen had them taken to the brig." He went with honesty. "Until we can be sure they won't try to hurt anyone, that is; The one with the white hair was acting a little violently." Well, mostly honesty, anyway. Gwen was silent for a few moments.

"I want to see them." She stated firmly.

"Of course." Max nodded, standing up and holding out a hand to help her off the bed. As they left the bedroom, however, he gestured to the bathroom. "Ah, do you want to take a shower before we go see your friends? I'm sure it's been a while since you've gotten a good wash." Despite her need to see her friends, the desire to be well and truly clean again caused her to agree nearly instantly.

As Gwen went into the bathroom to get clean, Max set himself down on the sofa, allowing exhaustion and relief to pull him into sleep.

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"They….. They're just like me….." Phora whispered, causing Gwendolyn to start. Well, this was different. "They're just like all of us…… All they want is peace……"

"Come on, kiddo…….. Give me a little more to go on, Gwendolyn urged.

"This war's just and endless cycle……… we have peace for a few years, then war again………" The little Phantalin blinked slowly. "Everyone's weak enough that someone else wants to challenge them, to show they're tougher…… We need someone strong enough to deter anyone from even trying……." Gwendolyn frowned with her eye. "I'm so tired……… If this new weapon isn't powerful enough……… I don't think I can survive another decade of this farce……"

"Who the heck are you?" Gwendolyn crossed her arms, trying to recall anyone she knew of who had talked about the war like this.

"Wait, what's going on?" Phora's voice became panicked. "He's not supposed to be active! How is this possible? How can he have so much power already? He'll kill us all!" She screamed loudly, thrashing about. "No! Get away from me! Don't come any-!!" She gasped, clutching her head. "I…… I see it now…….. The true peace……." She went limp, eye closing. "……What have I done?" Gwendolyn waited to see if she would say anything else, then slowly patted her head, picking her up and putting her to bed.

"Rest now, kiddo." she whispered. "You haven't done anything."

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Sargon watched impassively as the boy sat upon the floor of his cell, rocking back and forth with his arms around his knees, eyes wide. Had the monster truly gripped his mind so thoroughly that he was reduced to this by its absence? It really was a pitiful sight, almost enough to make the Ancient feel remorse. Hmm….. Best not to dwell on such things. The monster would surely use any compassion or mercy to its advantage. Sargon continued to mentally guard Ben's mind from EP-713's intrusion, forcing himself to ignore the child as he began to shakily sing another nursery rhyme to himself to try and chase away the shadows in his mind.

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(1)- This is what happens when all the good guards are either injured or in the brig watching prisoners.

(2)- It's been a long time since I last mentioned Gwen's appearance, so you may want to look back a bit and compare.

Well, there we go. I think I managed to squeeze in all the stuff I said at the end of the last chapter. Oh, wait, surprises……. Well, they're there if you look for 'em. Huh, looking back, there's a lot of philosophical social commentary that I didn't realize was there when I wrote it. Weird.

Be sure to review and tell me how you're liking (or not liking) the story, eh?


	29. Influence?

-1Ben's in this chappa, though there are some creepy things goin' on…..

**StarShadow117-** Glad ya like it.

**Beserkians Fury-** Those questions are more connected that you may think…….

**Carved Wolf of Emerald**- Its like a verbiage smoothie! Heh, thanks for the high compliments.

WARNING! This Chappa may contain disturbing psychotic episodes. Read at your own risk.

**Chapter Twenty-Nine: Influenced**

Sargon continued to mentally guard Ben's mind from EP-713's intrusion, forcing himself to ignore the child as he began to shakily sing another nursery rhyme to himself to try and chase away the shadows in his mind.

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Upon exiting the bathroom and locating fresh clothes (how and why they had a jumpsuit in her size in the bureau, she was afraid to ask), Gwen found herself at a moral crossroads. Her grandfather sat sleeping on the couch in the main room, snoring rather loudly and looking pretty comfy, though his back would probably protest painfully when he awoke. On one hand, Max would most definitely want her to wake him up so he could accompany her to the, she mentally growled, brig to see everyone. At first, she had no problem with this idea, but, as she had gotten clean, she had realized that her grandfather had purposefully sidestepped telling her where Ben was. It troubled her. Max was usually rather frank with his grandchildren, unless he though they couldn't take the truth. What had happened to Ben that he thought she couldn't take?

And, to be honest, she wasn't entirely comfortable around her grandparent yet. She'd spent, what, almost a month running from him, after all; It was a powerful survival mentality that had been instilled in her and it was hard to shake. She still felt like she had to be on guard, and perhaps she really did. Seven, back when she'd gone all glowy-eyed in the subway tunnel, had hinted that, while her Grandfather was on her side, the aliens still wanted to get her and Ben. Or had that been Meexyairna? It had been pretty confusing as to just who was providing the information with Seven using the alien as a puppet, pulling things from her memories. Still, despite the cryptic nature of the girl's words, one message had gotten through loud and clear: Keep together, stay on guard. 'We of the family…' Gwen pushed her wet hair behind her ears, frowning to herself. Grandpa was family, true, but, still……. Seven was talking about a different kind of family, she could feel it. A family of kids on the run, their bonds formed through danger and a hunger for answers. She didn't think she'd be able to talk to Pen or Seven with Max hovering by her side, not freely.

Gwen blinked. Wait a second…… she pulled some of her hair back in front of her face, eyeing it with a furrowed brow. When had the black hair dye come out? Actually, come to think of it, when had her hair grown long enough to be stuck behind her ears? It had been cut short before…….

"Snap out of it, Gwen." She shook her head. She was getting distracted. She needed to go to the brig; She could probably find it on her own. From there, she might pick up Ben's trail. She took one last look at her grandfather. He'd lost weight, she noted, and he had raccoon rings around his eyes. And his arm was in a sling……. Huh, what had caused that? She made a mental note to ask about it later. Her eyes rested on the round, walkie-talkie-esque device sticking out if his shirt pocket. She wasn't sure why, but she suddenly felt that it would be a tremendously good idea to take that with her. She reached out reflexively, then stopped, frowning. Why would she want to take it when she didn't even know what it was? _Because, _her mind whispered, _It's obviously for communication. If you take that, and find another one, you can give one to Pen when you see her. That way you can talk to her and make sure she's safe while you look for Ben. _

Hmm……. Well, that _was_ a good idea. Why wouldn't it be, though? It was hers, after all. Nodding once, she carefully pulled it from her slumbering grandfather's pocket and slipped it into one of the large ones on her jumpsuit. Quietly, she slipped from the room, unaware of the small security camera following her every move.

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Ben swallowed painfully, his throat dry from dehydration. He hadn't had anything to drink in……. too long. Not since before he'd been put in here, at any rate. When that was, or where 'here' was, however, he had no idea. Not that such trivialities were at the forefront of his mind presently anyway, that is. No, the thirst had the honor of dominating his current thought process, followed closely by the gnawing hunger and, of course, the ever-present fear.

The fear never really settled on any specific thing, instead choosing to bounce around his brain and attach itself to whatever random thought it happened to encounter; To wit, the tray that sat on the floor across from him, having been slid through a slot in the door, terrified him from the moment he lay his eyes on it. The fact that it was laden with food and water, exactly what he wanted most right now, made him fear it even more.

The ones who put him in here had put it in here, he was sure of it. They weren't his friends. If they put it in here with him, then it was to hurt him. Whatever it was, it wasn't _really_ food and water; They knew what he wanted, and they made it look like it to fool him. They were testing him, _observing_ him, he could feel it. Now that they had their test subject, they were testing. They were sitting behind their big, expensive desks, watching him through their big, expensive computers, jotting things down in their little notebooks with their stubby black claws and sniggering with devilish glee as he slowly withered away more and more and his skin shriveled up and the fake food sat laughing at him, taunting him to just have a bite of its poison and when he did _it tasted so good _and he couldn't stop eating and his body burned with the poison and his blood boiled and boiled and boiled right up from his skin and it flowed out of everything and it was everywhere and the walls were bleeding and they were screaming and _it was so loud_ he couldn't hear himself anymore and he couldn't hear his heart stop and his breathing still and he couldn't feel his eyes roll back in head and he couldn't see _Them_ come in and take his body and place it on their table and he couldn't see the glint of the scalpel but he could feel it bite into his chest and _he was still alive_ and _They_ were cutting open his skinandsawingthroughhisribsandclosingtheirclawsaroundhisstillbeatingheartasthey-

"Hey, knock it off." Ben blinked, letting out a short, panicked yelp as he fell backwards, scooting into the corner and pressing himself into it, running his hands over his face and body, searching for the blood and finding none. He was alive. "It wasn't real." The voice said, like it always did when Ben came back. "It was just in your head, kid." Just in his head, that's right. Always just in his head. Ben wrapped his arms around himself, looking up slowly and seeing Him sitting by the tray, smiling sadly at him.

"Is…… s'not real." Ben repeated His words as best as he could. Talking was getting harder and harder. "Juz in my 'ead."

"That's right, Ben." He nodded, pushing the tray over to him. Ben's eyes widened and he whined in his throat, trying to press farther in the corner.

"N-No!" Ben protested, cringing away from the food. "S'bad! K-Killed me!" He sighed, sliding over to Ben and picking up a piece of what was probably bread.

"You need to eat, Ben." He said. Ben was having none of it, continuing to shake his head and push into the corner. "Ben, you must keep your strength up." He insisted. "Please, calm down and eat." He paused, then placed the bead back down, scooting the tray away from Himself and Ben. "How about we sing another song?" Ben stared at the tray, calming slightly as it was pushed away. After a moment, Ben registered His words. Ben liked the songs. Ben nodded.

"S-Song of siggs pens." Ben started eagerly. Shakily, perhaps, and not entirely accurate, but with enthusiasm.

"A pocket full of rye." He encouraged, pleased to see Ben's eyes stop darting around the room and his trembling slow as he focused on the nursery rhyme. More complicated songs had proven too difficult for Ben to remember, but the simple songs of children were easy enough for the damaged preteen. However, He noted that even these songs were becoming too hard to sing for Ben and He feared that it would not be long until Ben was reduced to incoherent murmurs. And if that happened……

"For-Forty twenny black burrs bake in a pie…" As Ben struggled over the word 'twenty', He slid the tray back over slowly. Ben was calmed enough by the singing to allow this without fuss.

"And when the pie was opened….." He started the next line, holding the bread back up. He held it near Ben's mouth.

"Burrs beggan ta sing." Ben absently took bites out of the bread in-between words.

"Wasn't this a dainty dish to set before the king?" He finished and Ben dove into another rhyme almost immediately, slowly nibbling away at whatever He held up for him. Nearly half an hour later, the food was finally eaten and the water sipped away. Ben blinked sleepily as He eased him onto the cot.

"Stay?" Ben asked, eyelids drooping as he gripped His hand. He smiled again, even more sadly.

"Of course, Ben." He whispered. "I'll always be watching over you."

"G-good." Ben yawned, closing his eyes fully and drifting off to sleep.

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Commander Morrigan watched through the observation window as Ben mumbled to himself, laying down on the cot and curling into a ball, eyes closing slowly. Garen wanted Ben coherent, for questioning, but it didn't look like that would happening anytime soon. He turned and rolled out of the observation room as an orderly silently tip-toed into Ben's room and retrieved the empty tray. At least Ben had managed to feed himself without any help today; That was a marked improvement.

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"N-no, Vel." Takin shook her head, pushing away from the fuzzy janitor. "I j-just need to be alone right now." She stepped into the transporter, disappearing from sight and materializing in a hallway in the crew quarters. The fishy alien sighed, looking at her feet as she walked. The meeting of the researchers had not gone well.

Gwendolyn had been present this time, looking and acting very stressed, making snappish comments and growling at anyone who wasn't Garen. Glint was in rare ranting and complaining form, matching Gwendolyn snipe for snipe, which resulted in a five minute shouting match that ended when Sargon floated testily into the room and told them in less than nice words to shut up and let him concentrate on keeping EP-713 from joining with Ben and ripping them all to pieces. And all this before the meeting had even started.

At one point, Takin had, rather stupidly she thought, asked why Max hadn't been invited to the meeting, provoking a stinging insult to her intelligence from Gwendolyn and another rant from Glint. Veltran got caught up in defending his girlfriend and he and Glint were within inches of coming to blows when Garen intervened, threatening to blast them both out an airlock if they kept it up. Takin's question was answered a few moments later, when the subject of the meeting was revealed: The Tennysons.

Garen wanted opinions. What to do with the Tennyson family? Glint had bluntly suggested that they get whatever data they could get from them, as well as the other projects, and terminate them all, Max included. Gwendolyn had snapped that Max was not only _not_ a project, but he was a plumber as well. And to that Glint had responded that his plumber status only meant that he had the means to make an attempt at revenge when his grandchildren were euthanized.

Takin had found herself openly opposing the idea of destroying any of the projects at all, much to the surprise of everyone present, save, perhaps, Veltran. She had argued that they were only kids and, given time and aid, they could be made aware of the truth without disastrous results. She had vouched for Ben's character, claiming that he'd shown time and time again just how much being a 'hero' was a part of him and that, if given the chance, he'd use his power for good. She had added further that, despite the fact that they had created them, they did _not_ have the right to murder them. By the end of her mini-tirade, she had been breathless and light-headed. She took the stunned silence that hung over the room to mean that they were slowly realizing her point. Then, Garen spoke, shattering any hope she had that Ben and the rest would be spared.

"Are you listening to yourself, Takin?" he had inquired with a mixed expression of disbelief and shock. "Did you just suggest that we let them go free? Have you forgotten about EP-713? About what is at stake?" His shock melted into anger. "Would you have us sacrifice everything to satisfy your conscience?"

"Ah, I, no, I didn't m-mean to-" Takin stuttered, recoiling from the look on Garen's face.

"We've underestimated EP-713 for the last time, Takin. We can not and will not give him another chance to come to power." The Binarai had crossed his arms, his expression bordering on suspicion. "We now know that it only takes a few cells to become susceptible to his influence……"

With that sentence, Takin's world had fallen to pieces. The meeting had lasted only a few minutes after that, though Takin didn't register them. It ended with Garen saying that he'd heard all he needed to hear and promptly dismissing them without a second glance.

And so now Takin found herself here, in a hallway in the crew quarters, coming close to crying her eyes out right in the hall. Garen didn't trust her anymore. She wasn't EP-713's puppet! She really wasn't. How could Garen even think she was anything but loyal? Sure, she'd lost her cool when she was defending Ben, but that didn't mean she was the enemy! And now, Garen would surely go with Glint's suggestion. Takin felt as though she might throw up.

She didn't notice Gwen's approach until she felt the girl's hand on her arm.

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"FIND THEM!" Daverik was, quite literally, spitting fire as he yelled into the monitors, focusing every ship in his small fleet on the same task. "Search every moon, asteroid, and comet! No one rests until they've been captured!" His specially crafted chair, made to withstand the high temperature of his body, was all but a puddle of molten metal on the floor behind him. Several of the bridge crew had discretely shimmied away from him, trying to avoid being burned. The temperature in the room had skyrocketed, activated emergency sprinklers notwithstanding. Several aliens on the monitors, captains all, nodded in either affirmation or fear, or both in some cases, and their screen went dark as they cut communication to carry out the task.

"Don't worry so much, Boss." Daverik turned his head stiffly to see Klecks standing a few feet to his side, all four arms crossed nonchalantly. "Those escape pods don't have alotta fuel, and they ain't exactly fast; We'll catch 'em in no time." Daverik's flames receded slightly, the temperature falling a few degrees instantly.

"Kaizon is one of the smartest minds in the universe; He's already tricked us once. You'll forgive me if I'm not bursting with confidence." The Combronite returned his glare to the monitors, tapping his foot anxiously. "He's completely unpredictable. He's just as likely to attack us as he is to keep running."

"He's that bad?" Klecks recalled how Arlune had told him about the way Miskin had managed to bowl her over out of nowhere back on Mertak. The more he thought about it, the more it seemed less like a bumbling accident.

"He's worse." Daverik groaned. "It's the law of Kaizon: The longer Miskin is left free, the probability that he'll find a way to kill you approaches 1." He looked down at the remains of his chair with disgust. "Having someone who knows the layout of our ships on his side doesn't help."

"Don't worry about Arlune, I can handle her." Klecks yawned widely to cover up the troubled look that flashed across his face. "We've worked together for as long as I can remember, I know her like the backs of my hands." Daverik snorted.

"If that's true, then why didn't you predict her running off with the guy she was supposed to guard?" The temperature finally dropped back to normal as he waved at a tech to bring him a new chair.

"The security footage show that?"

"Sort of." Daverik nodded to another tech, who was notorious for eavesdropping. True to his reputation, the tech pulled up the footage from the security cameras without even needing to ask what Daverik wanted. "As you can see, she plays the part of the hostage for a while, but in the end he hands her the perfect opportunity to keep him here and she lets him go. She even goes with him."

"Wait, go back." Klecks waved at the tech, who dutifully reversed the film. "Now, stop." After examining the footage for a moment, the Gypin smirked. "Classic Arlune, Boss."

"What?" Daverik frowned. "I don't see anything."

"Her blaster, Boss." Klecks laughed. "She left it behind, _on stun_."

"And that means…..?"

"It means everything's going just fine, Boss. She's playing Miskin like a harp."

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Woo, kinda trippy there with Ben.

Eh, you know what I'm gonna say, so I'll just skip the part where I ask ya to review.


	30. Monologues, You Will Hear Them

Back, hooray.

Right, thank you noble reviewers for your friendly sayings. They were much appreciated. There. Sort of a blanket response to those who sympathized with my compy problems. Now, onto those who reviewed chapter twenty-nine...

**Crossover Fiend**- Quite the review there. Gives this one much to think about. Constructive criticism like this is a rare treasure indeed. I'll see what I can do about character thought focusing... Myes.

**Star Shadow117**- Kinda in trouble... an understatement, that. Sorry the update was so long coming.

And now...Chappa.

**Chapter Thirty: Monologues, You Will Hear Them**

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Ok, so, Operation: Incognito was off to a bad start. Within five minutes of leaving her grandfather snoring on the couch, she'd already walked straight up to an alien and made herself known. In her defense, the alien had been crying and she was merely concerned. And, seeing an alien form that Ben had used before actually cry had caught her off guard as well. She hadn't know fish _could_ cry, but that was beside the point. The poor girl (woman? Guessing the ages of alien fish was not something her education had included.) looked so vulnerable and miserable and pitifully human that the fact she was not, in fact, human hardly seemed to matter.

Of course, Gwen would have done well alert the alien to her presence _before_ walking up and placing a comforting hand on her arm. The gesture only served to surprise the fish who, like any one of us might, recoiled with a jolt and a short gasp. The quick move, coupled with the unintentional flash of many, many teeth as the alien gasped made Gwen gasp in return, stumbling back with her own jolt of fear and surprise, again, like any one of us might do.

What any one of might _not_ do, however, is stick around afterword to converse with the other party. While we would, mayhap, run away with either a healthy dose of fear, embarrassment, or a mix of the two, both the alien and the human composed themselves rather quickly, Takin wiping her tears away as Gwen lowered the fists she had raised in surprise.

"Whoa there," the girl apologized. "Sorry, didn't mean to scare you. I just saw you crying and-"

"Oh, no, please," The fish cut her off with her own hurried apology. "I didn't mean to react like that, Gwen. You just startled me and I wasn't expecting you to be out of your quarters and..." Takin blinked. Gwen had frozen in place, eyes wide and stance rigid. "Um, Gwen?" The girl took a step back.

"You know my name." She stated. Gwen didn't know why this would surprise her, considering that this alien was probably among her captors. But it was simply so surreal, this creature whom she had never met calling her so casually by the name she had all but buried almost a month ago. And there lie the most unsettling part of it; the alien said it so naturally, so simply, as though she'd said it often. She called her 'Gwen' as though they knew one another, not 'Gwendolyn' as someone who had not spent time with her might. It was a small thing, but it struck the girl powerfully. The jig really was up. Gwen shook her head; There'd be time for being surprised by the obvious later. "Of course you do, duh, why wouldn't you? But, I don't know yours...?"

"Oh, ah," Takin appeared indecisive for a moment, before taking a deep breath, her mind apparently set determinedly. "My name is Takin. I am a genetically engineered Tophgler made for the purpose of calculating the immense variables of the Project codenamed END GAME and all sub-projects therein. As a biologically based thinking machine, I'm more capable of predicting and understanding the thought processes of the living subjects of Projects OMNI and REAPER, as well as older, offline projects like FEATHERSTEP and DRAIN.

"No, don't stop me just yet; You need to hear this. I know what I'm saying doesn't make sense to you now, but it will soon. I wasn't made to feel, or to think outside my given parameters, but I can. I can choose what I think about and when I think about it. I can go against what I was made for. I was constructed, yes, but I am not a construct. I'm a real person, like anyone else. And you-" She cut off suddenly, quirking her head to the side. She was silent for a few moments, then her eyes narrowed slightly. "And, despite decades of loyalty, I'm no longer trusted." She nodded to the camera attached to the ceiling, a sour look crossing her face. "We'll talk about this stuff later. For now, I'm guessing you were looking for your friends when you found me?"

"Uh, yeah..." Gwen nodded, the barrage of words making little sense, but inducing a feeling of dark foreboding.

"Alright, then." Takin looks not at her, but at the camera, the sour look still on her face. ""I'll show you the way."

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Torgon was completely silent, staring at him expectantly with a shark-like predatory grin. The psycho seemed content to wait forever for the wheelchair-bound Commander to make the first move, much to the officer's ire. Morrigan wasn't sure what he'd expected when he came in here, but it certainly wasn't a room so silent you could hear a pin drop..…... Down the hall. Laughter, teasing, maybe a few jokes; Those he'd have expected from the killer mutant. Not this. Not a silence as fragile as it was thick with malice. There was some metaphor that had to do with knives for situations like this, but it currently escaped the Commander. After a few tense moments, to which Morrigan seemed to be contributing all the tension, the Repromag brought himself to break the silence.

"…..Ya killed her." He stated simply. He barely repressed a snarl when Torgon continued smiling.

"MmmmWho now?" He drawled lazily, teeth a startling white despite his complete lack of access to hygiene supplies since his capture. "I've killed quite a few people in my time, you know." He sounded much like an old man who would recount the exploits of his younger days to anyone who might listen. Morrigan wasn't amused.

"Ya know good an' well who Ah'm talkin' about!" he spat, his mask raising so he could look the mutant in the eyes. "Ya killed Meex, an' your last chance at mercy with her." He snorted angrily. "Ya got ten seconds ta tell me what Daverik's planning, since the two of ya are so nice an' friendly with one an' other."

"Ahh……" Torgon nodded sagely, looking thoughtful. "I liked her; she was always so entertaining."

"Ah'm serious Torgon."

"No matter what I threw at her, she could always survive; The unbreakable toy, that's what she was."

"If ya don't tell me what Ah want ta know, you'll regret it."

"Of course, I fixed that in the end, didn't I? Heehee, the look on her face was priceless, man."

"Torgon, Ah swear if ya don't-"

"You'll all follow the same fate, of course. You, Garen, Daverik, everyone. He promised me. He said that if I helped Him, I'd get to live long enough to see all of you 'cleansed from existence'. He's going to flow across the universe like death itself and wipe every last thing out and _I _get to see it happen. You're all going to die! D-I-E! Even Vilgax and the oh-so-untouchable Emperor won't have a chance. 713's going to wipe 'em all out!" Torgon burst into a mad fit of giggles.

"Fat chance, crazy." Morrigan retorted simply. "We've got you an' we've got Ben, along with everyone else who's ever so much as seen EP-713." Torgon just giggled again.

"Not everyone!" he singsonged. "You let one very important person out of your grasp, Morrigan." The Commander's expression flattened to a deadpan scowl.

"You're bluffing." He stated firmly. Torgon giggled again, like the entire conversation were some big inside joke that only he understood.

"You know me better than that." he said slyly. "And by time you figure out who I'm talking about, it'll all be over." Morrigan regarded his mischievous grin for a silent moment, then slid his mask back down.

"You're ten seconds are up, ya had your chance." He turned to the closed door, raising his voice. "Alright, boys, ya can do your little light show now." At his words, the door slid open, admitting a group of scientists into the room. On a cart they brought in what looked like a cross between an electric transformer and a pipe organ with flexible pipes with suction cups on the ends. Quickly and skillfully, they set about attaching the 'pipes' to various parts of the mutants body, an electric hum filling the air in the small space as the machine warmed up. Morrigan continued to stare at the door. "Go ahead, boys." He stayed facing the door until the screams mixed manic laughter died down, turning back when the quiet whimpering started.

"Com..." Torgon coughed, the smell of burnt flesh in the air. "Commander... Reporting for... for duty." Morrigan regarded him morosely.

"At ease, Soldier, at ease." He sighed. "Been a long time, Garrison."

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Seven was mad. She was tired, she was uncomfortable, she was sick to her stomach, and she was mad. Her newly acquired friends? Nowhere to be seen now that they'd moved to yet another jail-thing. Her brother? Also missing, with the added bonus that the giant red monster-man had stuffed him into an all too tiny cell somewhere. (Though, how she knew this she was unsure.) Herself? Bound, gagged, suspended from the ceiling, and ticked off. She was so mad she was foaming from the mouth, which only added to her discomfort because, when your foaming and gagged at the same time, the foam _has nowhere to go_. Ew. It was worse than the ultimate case of morning breath, which, having never brushed her teeth once in her very limited memory, was something she was quite familiar with.

Waaaaaaaiiiiiit one minute here…….

Seven wiggled her fingers, rubbing the tips together. Hmm, she didn't feel any dirt build-up. Even though she kept her gloves much cleaner than the rest of her person, there was always blech of some kind on her hands. She craned her neck as much as her extensive restraints would allow. Yep, she confirmed, no dirt. Squeaky clean, even. This was weird, but exceptionally welcome and altogether awesome, she decided. Hey, was the rest of her clean? She wiggled her toes and felt the same lack of dirt-related resistance which, she realized, was not all she wasn't feeling. Normally, her overly huge sweatpants pooled around her feet and would often fall completely over them, forcing her to pull them up annoyingly often. Now, however, she didn't feel anything past her ankles. She looked down, promptly did a double take, then swore loudly behind her gag.

They'd stolen her pants, the no-good aliens! She'd worked hard for those giant, stretchy, wonderful pants! She had to fight off two beggars and garbage man for them, not to mention the difficulty she'd had fusing the pants with her stringy-twiney belt. And now they'd been stolen from her and replaced with some kind of jumpsuit! Ooh, if they threw her stretchy pants away…….. At least they'd had the decency to leave her gloves alone, cleaning and lemony scent aside.

Mmm…… lemons……..

Her stomach growled. Since when had she started feeling well enough again to start getting hungry? Oh, ow. Nevermind, she _still_ felt sick. Not a good combo with hungry. At least the pain in her shoulders, hips, and neck helped her ignore it. Being tied up like this stunk. But, hey, it beat the tunnels. At least, it would if someone would bring her some food. And a tummy seltzer. They still made those, right? Oh, hey, there's someone/thing now.

Hey. Hey, you there. Purple thingy with the clipboard. Hey, come on, man, I'm hungry and stuff. What, can't you hear me growling and whatnot? That means 'feed me', lady. Don't just stand there looking all quizzical; I'm really hungry! I'm about to start chomping on this gag-thing, seriously. Hey! Hey! Get back here!

_I'm going to rip out your eyes and eat them, you hear me?! I'll feast on your carcass and devour your very soul, mortal! All will feel my wrath! None shall be spared! I'll consume you all! I-_

Whoa there. That was a bit odd. And scary. Really scary. What just happened? That was not normal. She was hungry, but not crazy! That was completely…. Uh…… completely……. What now? Something about……. Something. Eh, probably wasn't that important. Man, her mouth tasted like something died in it. But, hey, what was this? The rest of her felt spectacularly clean. Awesome. But, wait, where were her pa-

Oh, what's going on? Who's that coming in? Ew, alien fishy-thingy. Yuck, it's all shiny and oh, who's _that?_ Ooh, ooh. This girl was familiar! Um, she was, ah…… it was on the tip of her tongue, really. Her name was……

_Gwendolyn Amelia Tennyson. Age: Seven. Approximate Height: Four feet, ten inches. Melanin Count: Up twelve percent from last count. Status: Active. Connection: Severed. _

_Action: Relay information. Now. _

That gag was surprisingly easy to bite through, now that she tried. She looked Gwen in the eye, speaking before she even realized it.

"_Gwen, we're running out of time." _

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The transmission faded in and out of view, garbled with static and distorted to the point where one could hardly tell it was a message at all. However, as the connection was strengthened, the mask of Arlune slowly came into focus. In the space of the few seconds it took for the static to clear, she'd already glanced over her shoulder twice. Daverik, eyes narrowed, stood up from his seat, the sight of the, in his mind, traitor causing the temperature around him to flare.

"You!" He growled. Just what do you think you-"

"I don't have a lotta time, so I'm doing this quick." Arlune cut the Combronite off suddenly, making him sputter in surprise and anger. As he was about to explode at the mercenary onscreen, one of the techs turned to him meekly.

"Sir, it's not a live feed." Daverik opened his mouth to berate the tech for interrupting, only to stop short.

"Eh?" He squeaked.

"It's a pre-recorded compilation of files, two or three minutes total. She probably doesn't have too much time alone; Our escape pods aren't exactly huge." Again, Daverik opened his mouth to speak, only to close it as Arlune continued.

"Key facts:" She said. "One, I am not a turncoat, thank you very much. You should be thanking me for this little recon mission and-" She stopped, glancing over her shoulder again. It was too dark to for Daverik or Klecks to see anything in the room she was in. Abruptly, the footage cut and she was facing the camera again, her mask slid up. "Right, like I was saying, You? Owe me, lots. Like, double what I got for the Mertak job. This brilliant scientist of yours is flat out insane. Which brings me to fact number two: He's working for someone we don't know about. Not the Emperor, not Vilgax, not even one of the coalition forces. He makes this guy out to be some sort of deity, which he believes to be the case, by the way, but I'm not too sure about the actual power behind him." Another jumpcut.

"Kaizon keeps talking in riddles about this employer of his. All I can really get out of him is that He's hugely powerful. Enough to be a threat to us, especially if he waits until after the war ends to strike. His conviction that this guy's a God is staggering... I can only hope his crazy-talk doesn't drive _me _insane." She paused, looking over her shoulder again. "...Thought I heard him." She said at length. "Sometimes, he stops talking in mid-sentence and zones out for minutes at a time, looking like he's listening to something." She chuckled. "It's either the voices in his head, or he's got some sort of negative-distance communications hooked up. If I can't send out any more of these burst transmissions, you might try to track us through that." Jumpcut.

"He mentioned a weapon, said it was the reason you abducted him. Apparently, there's more to it than the codes you wanted." She looked confused. "It's in pieces? I'm not sure how much of what he was saying was crazy-talk. Anyway, he seemed pretty mad about it, said his 'God' couldn't strike until the pieces were put together or something. Then he went on a tangent about jello, of all things. Called it evil. Said his God hates it. Forget double, you're paying me triple the Mertak job for this." She looked to the side for a moment, sliding her mask down. Jumpcut.

"Look, Daverik, I know that, as leader, you're entitled to keep some secrets from us underlings. But, Kaizon, he...He said some things about this weapon of yours. He said it was too powerful to control, and that it was going to be destroyed because it was so dangerous." She swallowed. "Maybe it's just being out here with nobody but Dr. Crazy, but I'm getting a little worried about this weapon. He said it could think for itself and not like an AI. Said that, even with the control programs in place, there was no way to stop it from going on a universe-wide rampage. I know we're desperate for firepower, but something that powerful..." Jumpcut.

"A doomsday device, Daverik!" The volume increase caused Daverik to take a step back, even though it was but a recording. "The weapon is a doomsday device?! Are you insane? He said you knew all along, that you had helped _design_ it! Those things are specifically made without an off switch or way of directing them! You seriously want to use this thing? You... You..." She sputtered to a stop, taking a calming breath. "I've been stuck with Crazy Kaizon in this pod too long. Sorry. I know you wouldn't do something that stupid, Daverik." She shook her head. "I really hope we get wherever we're going soon; I'm going stir-crazy in here. I'll send more transmissions when I can. Tell Klecks I said 'Mongot Tris'. Arlune out." The feed cut, the screen went dark. Daverik stood silently, a frown on his face.

"Boss?" Klecks prompted. Daverik blinked distractedly, breaking out of his thoughts.

"What's 'Mongot Tris' mean?" He asked suddenly as he sat back down, appearing nonchalant.

"Er... It's Merc language." The four-armed alien replied. "It's like an 'All Clear, I'm fine'."

"...Oh, okay." Daverik rose to his feet again, heading for the exit from the bridge. "I will be in my quarters should an emergency arrive. Do try to keep everything running smoothly in my absence."

"You got it, boss." Klecks nodded. "I'll have the boys here track the message and look into that communications thing Arlune mentioned." Daverik simply waved lazily in reply, not even turning back. Klecks turned to the techs. "Well, get to it."

As the techs went about their work, the giant mercenary turned to the now dark screen, replaying the message in his mind grimly. Mongot Tris was not, in fact, an all clear. It held a much darker meaning, one Klecks didn't want to contemplate. Be ready: Things are about to get very, very bad.

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Woo! Finally, am I right? Lot's of dialogue heavy bits this chappa. Eh, At least it's out.

Reviews, they feed the update fire. Plus, I'm interested to see how many of ya are left.


	31. Oh, The Places You'll Go

Welcome back. Here's a chappa. First, Reviews.

**Cross the Damned Soul**- Ya hit the nail on the head. As for the jello, there's an episode of Ben10 in which Ben reveals that he hates jello. That's all I'll say on that.

**Lisazure**- Well, I wouldn't say it's perfect, but I do try my best in the spelling/grammar department. Funny you should mention Torgon and Seven...

**Icecreamlova**- Er, thank you.

**Faiga-Lani**- Good to hear. As patiently as you may be waiting, I'll do my best to keep the updates rolling with something resembling regularity.

**Graypheonix**- Hm, yes. Ja ne.

**Cataclyptic**- Spice?

**Starshadow117**- Something creepy _is_ this way coming. Points for calling it.

Ok, Now chappa.

**Chapter Thirty-One: Oh, The Places You'll Go...**

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"**NO!**"There was an audible crack as the nurse hit the wall, her eyes widening on impact and sliding closed as she crumpled to the floor. Ben clutched his shoulder protectively where she'd touched him, as though the gentle contact had been an attack that left him wounded. It took half a second for security to flood the small cell as the boy shoved himself into a corner, eyes wide with terror. "B-Back!" he stuttered.

_The monsters slowly pressed in closer, trying to get him within reach of their writhing limbs and razor-tipped claws. Poison dripped from their gaping mouths as they hissed and growled, one of them becoming too impatient to continue stalking him and turning on the one that had attacked him earlier, tearing into it and spraying blood across the room and walls as the crunch of bones filled the air. _

"Just calm down, Ben..." The guard spoke softly as he inched toward the child, a hand held out in a placating gesture. He glanced over his shoulder momentarily to make sure the orderly was having no trouble getting the injured nurse out of the room by himself.

_He pressed against the beast's stomach wall, the scent and slickness of the living structure making him feel sick. The needle-like spikes protruding from the monster's feat pierced the horrible beast's flesh with every step, causing it to howl in such a wrenchingly painful tone that it left Ben's ears ringing and put tears in his eyes. Fountains of blood and bile erupted with every puncture the monsters created. The monster closest to him lurched forward, reaching out..._

"BACK!" The guard felt a rib crack as Ben's fist connected with him, knocking him away. His partner came to his aid, but the boy flew into a rage and sprung more quickly than either guard could move.

_He screwed his eyes closed, awaiting death and worse fearfully, but nothing seized him. There was a bark of pain. Ben opened his eyes hesitantly, only to see _Him_ standing between him and the monsters! __**"I'm here, Ben." **__He said simply. He was here. He would protect Ben. The monsters roared their protest, letting their anger ring out as they charged Him, bestial rage written across their eyeless features. Ben cringed at the sound, but He stood tall, sweeping the snarling monstrosities away with a swing of his arm. The very ground He stood on seemed to heal, torn skin knitting itself together as He strode over it, blood flowing off of Him like water, leaving Him unmarred. _

"Drak..." The guard swore, coughing wetly as he positioned himself in front of his unconscious partner. "What is this kid?" He coughed once more, keeping his distance from the child. He raised his voice. "We could use some help in here!"

_He hoped. That was Ben's downfall. That was His downfall. No good ever came of hoping. As He prepared to finish the monsters, Ben had let himself hope things would be ok. Then, one of the monsters had let out a screeching wail unlike any other and He was frozen mid step. A ghastly creature, a being of malice and smoke, appeared from thin air, the very sight of it placing a vice around Ben's head and squeezing. He fell to his knees and clutched his head, biting his lip to keep from screaming as He tried to face the creature. It simply looked at Him with its terrible, frozen eye and searing chains of flesh and fire ripped from the ground, wrapping around Him and forcing Him down. He tried to fight, even as the sharp and wicked bones in the chains torn into Him and dragged Him to the bloody floor, but it was for naught. They pulled Him until He disappeared into the bleeding and gurgling ground. And Ben was left alone with the creature. _

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"Kaizon?" Arlune slowly blinked the sleep out of her eyes, crawling out of her cramped bunk in the sleeping quarters. One thing she'd always hated about space travel was the toll it took on your internal clock. The biological one, that is. Her cybernetics kept perfect track of every millisecond that passed, but she always ended up getting sleepy at random times, like a suped-up version of jet-lag that swung back and forth constantly. Whenever she did find herself shuffling to her bunk for an impromptu nap, the pod's only other inhabitant was always sitting in a chair at her bedside when she awoke. At first, it had been creepy, but, with time, it had simply faded to normalcy. Well, as normal as anything a crazy person does can be considered normal. Now, however, the researcher was nowhere in sight. Interesting.

She palmed the door control and stepped onto the bridge, yawning behind her mask. The object of her search was seated in the command chair, chin resting on one fist, brow furrowed in thought. He didn't look up as she walked over and sat herself in the chair beside him. Well, this was odd. Usually, every other moment with Miskin was filled with old anecdotes, vague tales of his 'God', and pretty much anything Kaizon could think of to fill the silence. For him to be completely quiet meant that he was either receiving another message from his leader, or that something was wrong. Arlune hoped it was the first, as the second would most likely mean she'd been found out.

"So..." The mercenary trailed off slowly, not really sure what to say. Gradually, Miskin turned his head to look at her, his expression remaining sullen. His eyes swept over her mask coldly, almost invasive with the dark intensity that he examined her with. She slid her mask up, giving a nervous and, she hoped, innocent smile, along with a small wave. Kaizon did not smile back. Arlune squirmed nervously under his scrutiny as the seconds ticked by. After a very uncomfortable pause, the robotician lifted his head, staring the mercenary in the eyes.

"We like you." He stated simply. "Which changes things." He sat back in his chair and sighed, staring at the viewscreen.

"Er..." Arlune blinked. "That's, um, flattering and all, but," She stumbled for her words. "Things? I don't really think anything needs changing. I mean, we're doing just fine like this and, um, I mean, you're a great guy and all, but, I just don't-"

"As _adorable_ as you are when you're flustered, that's not what I meant." Kaizon rolled his eyes. "See, I was planning on filling your head with misinformation;" He shrugged. "Misleading troop numbers, completely wrong coordinates to our base, the whole lie about the doomsday weapon being inoperable, you know, the basics. Then, I was going to kill you in your sleep and leave your body with the pod for Daverik to find and extract the false data from." He chuckled.

"Yeah, you know, the change thing? I'm starting to like the sound of that." The mercenary inched to the far end of her chair, sliding down her mask to hide her freak-out expression. "Also, I'm a grown woman;" Her mouth ran nervously. "I'm not adorable, I'm _sexy_. Important difference." Miskin snorted.

"I've got at least five oroquin on you." He informed her. "Compared to me, you're still a nomask; That makes you adorable, kiddo. Lucky for you, as I don't kill kids."

"Yep, an adorable little nomask, that's me." Arlune nodded vigorously. "No being made into a lifeless corpse for me, thanks."

"My Master thinks you could be a great asset to us, and I agree. We think you have... potential." Kaizon rolled his hand lazily in front of him. "You can pretty much consider this to be your trial period, though you will no doubt pass; My Master is rarely wrong about these things, if ever."

"Trial period? For what?"

"For joining our ranks, of course. You're quite lucky, actually, as we weren't going to be allowing any more into our fold. My Lord has made a special exception for you.." Arlune frowned.

"How does he even know about me? Surely any messages you've sent him haven't reached him yet." The researcher smirked.

"Such things will become clear to you, with time. Allow me to simply say that He lives within all of us who serve Him." He looked back to the viewscreen. "But, enough of that for now. We've arrived." Arlune blinked, looking to see a small asteroid quickly spin into view.

"Arrived? You mean the rock? What is it?"

"Your first step," Kaizon tapped a few commands into the command panel, slowing the pod down. "Towards enlightenment."

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"S... Sir?" Garrison spoke haltingly, his voice weak and eyes wide. "I'd like to make a request, sir." Morrigan slid his mask up, nodding once and dismissing the scientists from the room.

"Name it, son." He said evenly, keeping his expression as professional as possible.

"When... when all of this is d-done, sir," The broken soldier stuttered. "Please... kill me." He squeezed his eyes shut. "I-I can't, I don't want to, the things he's done, the people my hands have..." He shuddered violently, gritting his teeth.

"Ah unnerstand, son." The Commander reached out, then stopped short and withdrew his hand, looking away. "Ah promise you. Ah'll release you from this, orders be damned." He sighed, then squared his shoulders, placing a hand on Garrison's shoulder. "But not yet. Ah need ta know what Daverik's plannin'. This room's clean, so you can tell me everything. An' Ah mean _everything_."

"B-but, that's classified." Garrison shook his head jerkily. "Only Garen and Gwendolyn are allowed-"

"Garen an' Gwendolyn are tha one's who did this ta you!" Morrigan roared. "They've been usin' us as nothin' but tools an' weapons! They don't care what happens ta us, or those kids, or anyone!" Garrison refused to look him in the eye.

"We... we are tools, sir." He breathed raggedly. "Through our use, the Empire lives."

"Garrison..." The Repromag warned, swallowing a lump in his throat.

"Through our spirit, the enemy falters." The soldier recited mechanically. "Through our pain, the innocent are spared."

"Please, Garrison, just help me..."

"Through our loyalty, we are invincible. Through our-" Garrison's mantra was cut off as The Commander's fist impacted the side of his face.

"Through our loyalty!" Morrigan grabbed the broken soldier's chin and forced Garrison to look at him. "We are brothers!" he snarled.

"T-through our power, we are-"

"Through our brotherhood!" Raast yelled, voice cracking, grabbing either side of Garrison's head. "We are united!" Garrison wrenched his head from Morrigan's grasp, looking away.

"T-Through our... unity..." He swallowed, letting his head hang. "W-We are... family."

"That's right, son..." Morrigan sighed. "This bond we hold above all others."

"Through this bond, we prevail..." Silence enveloped the cell for a few moments.

"Son?"

"... He's going to open the box." Garrison didn't lift his head at his near-silent admisson.

"Tha box?"

"Garen hasn't told you the wh-whole story; Few... know it. Ep-713 was t-too powerful to control. When... when they first spliced his cells into Project Powerhouse, Ep-713 remained c-connected to them. It took him twelve... seconds to completely take over the s-subject's mind and b-body, turning him against everyone around him... He killed three scientists and injured a-another two, and slaughtered the entire security f-force that responded. You remember those improperly stored... chemicals that caused the explosion that d-destroyed Science Block Three? That was the cover story... Obviously, if just a few cells could allow EP-713 to t-take over, it was too dangerous to use in it's c-current state... This... this was their first indication that it was actually sentient, s-so they sealed the majority of it in a... in a pocket dimension... To keep it from c-connecting with its cells. They had one of the... the injured scientists... decide where to send it... he w-was the only one who knew where it was sent... the location of the d-dimension was recorded in case they ever needed m-more cells...and placed into the box... c-can't open it without the codes or the location is d-destroyed... only Miskin knows the c-codes..."

"An' now, Daverik has Miskin." Morrigan finished. Garrison nodded silently. "But, Ah don't get it. If 713's too powerful ta control, why would Daverik let him out?"

"The machine... meant to retrieve the c-cells..." The soldier coughed. "He helped build it... modified it... to control... but... but, he doesn't... it won't..." A look of confusion crossed his pained face. "EP-713 isn't... not one anymore... the time... " he drifted off, head hanging once more.

"The time?" Morrigan pressed. "What about the time?" Garrison remained quiet for several seconds, before a quiet chuckle rose from his chest.

"The time..." he chuckled harder. "The time of Reckoning..." Garrison's form shook from his laughter. It started low, but quickly picked up pace and tone. "Is at hand!" Torgon looked up, eyes wild and teeth bared in insane mirth. "Nice try with the shocks, buddy; They really caught me off guard!" His eyes narrowed evilly. "That won't work a second time." Morrigan sat in his chair stoically, not moving for several moments as Torgon continued to giggle maniacally. Then, he slowly reached up and slid his mask down.

"...Then Ah have a promise ta fulfill."

With slow, deliberate movement, he smoothly reached up and wrapped his hands around Torgon's throat, squeezing the life from him. The mutant's expression immediately changed to panic as his air was cut off, his eyes bulging and mouth gaping without drawing breath. He thrashed violently against the chains as his gill covers slowly shattered under the Commander's hands. The blood vessels in his eyes burst, coloring them black as a faint squeak pushed its way out of his throat. Ever so slowly, Torgon's struggles sluggishly came to a stop, his body becoming limp, hanging from the chains without resistance. Morrigan held on for nearly a minute after the mutant's motions ended, whether it was because of numb disbelief at what he had just done or suspicion that Torgon was faking, he did not know. He released his grip, not noticing the shards in his organic hand, and gently reached higher, closing Garrison's eyes, before allowing his arms to fall to his sides.

He remained there, staring, until the guards walked in.

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Gwen wasn't sure whether she should be shocked or sick. The gag fell away from Seven's mouth, a small river of grey, milky foam pouring out of her mouth as her eyes began to glow purple.

"_Gwen_," she rasped, voice scratchy. "_We're running out of time._" The albino's expression screwed up for a moment, then she turned her head to the side and promptly threw up a mess of red and blue slush. Okay... the scale was definitely tipping towards the 'sick' end of things. "_The last vestiges of his influence are beginning to fade from me, the rest of you will follow suit all too soon. Without his-" _she bit back her sentence with a gasp, squeezing her eyes shut. Liquid began to flow from her eyes. It was red.

"Seven!" Gwen pressed herself up against the bars as Takin hurriedly pulled out her com to call the medical bay.

"_Without his power, we will not persevere. Our expiration is assured. I am fast burning through what little energy I have left, but before I perish, I must..._" There was a horrible screech, followed by a metallic snap, as the heavy chains holding the teen's arms broke, dropping her to the floor. "_I must make you see. _" The crumpled girl shakily pulled her gloves off, letting them drop to the ground carelessly. She grabbed the bars, hoisting herself to her feet. They sizzled under her touch, causing Gwen to take an involuntary step backwards, eyes wide. Seven's hands lashed out through the bars, grabbing the younger girl's arms tightly, nails ripping holes in her jumpsuit and the skin underneath. Takin shoved her com back into her pocket as Gwen cried out, rushing to the girl's aid. She tried to peel the teen's hands from Gwen's arms, but the girl's grip was unyielding. The redhead screamed.

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There was no pain. Which, considering the holes in her forearms and the blood that soaked her sleeves, was quite surprising. Then again, a lot was surprising Gwen right now. The fact that, in less than an instant, she went from standing in the brig, screaming, to sitting in a rather comfy chair overlooking a valley filled with pine trees, for example. Also, the dainty teacup in her hand, filled to the brim with what she suspected was Earl Grey, was a baffling addition to her person. She quickly set it down on the small table next to her that she was pretty certain hadn't been there when she'd... arrived?

"Well, actually, we haven't gone anywhere, Sis." Gwen turned with a start as Seven's voice, and Seven herself, materialized to her left. The albino smiled softly as she walked up the slight incline towards Gwen, looking healthier, and cleaner, than the redhead had ever seen her. Her gaunt features had filled in to a less sickly and starving state, her jumpsuit actually fit (unlike her old clothes), and she didn't appear to have a speck of dirt on her. Even her ratty tangle of elbow-length hair was now clean and neat, pulled back into a tight braid. "But, I figured the great outdoors would be a more relaxing intermediary setting than a cell and blaring alarms."

"Seven? What's..." Gwen stood up, blinking owlishly as the chair and table faded away. "Um, what's going on?" Seven placed her hands in her pockets, looking out over the valley.

"Time's a funny thing, Gwen." She sighed. "It never stops, it just keeps flowing on and on. Like water from a faucet." She frowned. "No, maybe more of a broken faucet. We can't stop the flow; can't slow it down or speed it up. It just keeps... going. From the faucet to the ground, it keeps running out. No matter what we do, it'll always go down through the dirt eventually. But... sometimes, there are ways to make it linger. To... put a bucket under the faucet, so to speak. It's not a permanent arrangement, of course, as the bucket fills up and spills over after a while, but it works." She turned back to Gwen. "And that's what we're doing now."

"So... time's stopped?" The younger girl tilted her head to the side.

"No, but, we've kept it from leaving us, for now." Seven smiled again. "It's all about perception. It's what makes fast things fast and slow things slow. Our minds can only work so quickly. When something moves faster than our minds, it's fast. When something goes slower than our minds, it's slow. When our minds begin to work fast enough, even time seems to stop. Of course, our bodies usually can't keep up with such speed, which is why we're here." She waved her hand to indicate the valley and, as she did, the whole expanse faded into a white fog. "Here being nowhere. We've processed all the stimuli around us at the moment, so our minds create false input to keep us from going insane." She waved Gwen to her side as the brig, complete with Gwen, Takin, and herself, faded back into view. "Come, walk with me."

"Then, none of this is real?" Gwen placed a hand on her frozen self. She felt real enough. "It doesn't seem fake."

"Our minds are good at fooling themselves." Seven agreed. "You can see, touch, hear, even smell and taste things as though they were real. In the end, however, it's all in our heads." She waved her hand, causing a ripple in the scene. "After you spend enough time like this, you learn to manipulate it." She shrugged. "Not that I would recommend spending much time like this."

"Why _are_ we like this, anyway?" Gwen tilted her head to the side, following as Seven stepped through the door out of the brig and into a dark expanse. "You were really scaring me back there with the glowy-eye routine. Did you really mean the part about you..." the redhead trailed off.

"Dying?" Seven sighed, looking away. "Yes." She confirmed. "There is a lot you need to understand, but I didn't have the time, nor the ability, to explain it to you without being... myself, you could say. Of course, by pulling out of standby mode once more I've placed a huge drain on my energy reserves. And, with contact broken with Ben, it's pretty unlikely I'll have enough energy to keep myself alive for more than a few minutes. Hence my pulling you here."

"Bu- But, how can you, _why would you_, I mean," Gwen shook her head, aghast. "You're completely calm. You can't be calm about something like this. You just, you can't." She sputtered. "I'm not even calm! _You_ certainly aren't allowed to be calm!" Seven shrugged again looking up at the black sky as stars began to fade into existence.

"It's not so big a deal, Gwen." She smiled at the scenery, waving a brilliant nebula into being. "After the life I've lived and the things I've learned, I have no problem dying young. Out of all of our family, I alone was given all the answers right away. But, between programming and circumstance, I couldn't act on my knowledge." She turned to the younger girl. "You can. And if I can pass what I know to you, then it can be put to good use." She looked back up, a gaping black hole appearing directly above the pair. "And that's something worth dying for, I think." Gravity seemed to fade away. Gwen's feet left the ground as the older girl began to float towards the black hole.

"And now, Sister, we're going to take a trip to where it all began..."

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Woo.

An extra coupla hundred words for all y'all this time around. Be sure ta review and share ya thoughts and ideas with me. Until next time.


	32. Time, Space, and Ventilation Ducts

Ok, here we go. New chappa. With scaryness!

**Starshadow**- Heh, let's hope you can manage to keep from overloading. 'Specially since this chappa contains time and space and whoa out the wazoo.

**Lisazure**- Ehhhhhh..... no. He 's not. To tell the truth, that hadn't even occurred to me. Woulda been a good twist, though. As for what they're for..... Well, you'll find out soon enough, what with Seven's exposition and backstory mania the next two or so chapters.

**Cross the Damned Soul**- Ah, no. He's not. Also, yes, he is. Sorta. A bit of both, really. Confused yet?

GET TO DA CHAPPA!

**Chapter Thirty-Two: Time, Space, and Ventilation Ducts**

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And now, Sister, we're going to take a trip to where it all began..."

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It was...... bleak. From the shattered worlds, the remnants of what used to be planets and stars and lives, to the endless red of open space. It had been black once, Gwen knew, as space quite often is, but the taint of the horrors that had torn this universe, this very dimension, asunder had stained even the empty nothingness a rusty, bloody red. There was no life here; There was no life _anywhere_. Not even the smallest of bacteria or the largest of the space-dwellers had been spared in the brutal onslaught that had ripped through this place in rage. Death itself no longer existed without its brother, life. The lack of both was palpable...... and terrifying.

Gwen cried in the vacuum, her sobs for this shattered plane noiseless. She cried for hours, or years, perhaps. Time did not flow in a dimension that even death had fled from. This non-place that no longer lived and no longer died tore at the fiber of her very soul, seeking to fill its gaping void with her own life...... and death. But, she was minuscule to this great hungerer, and she was yet far more than the nothing could ever hope to contain again. It ripped her open and took her essence into itself, only to have her pour from its broken remains back into her weeping body. And again. It went on forever, until even that fled from the horrible, shattered plane and left her there. Alone. For eternity.

And then, she was no longer alone. Seven was there. But, another person, after all this time....... Or had it been? She should have been overjoyed, but she felt nothing but sadness and fear at her Sister's arrival. She was not who she was when she'd entered this place, yet the girl with the alabaster skin looked no different than she had all that time ago when they'd entered the black hole. And, with a simple sweep of her hand that spanned the millennia and took but a moment, the nothing returned. And it filled.

Gwen breathed, for the first time in time immeasurable, and found she no longer could. Time had flowed back into this place. The existence of time, something she had never before felt but she now did with shocking clarity, stole her breath away. As life and death quickly followed, her sobs began anew, though one could not say if they had ever stopped. She felt life, she felt death, and they were the most beautiful sensations she'd ever known. She cried aloud, outpouring her joy through torrents of tears. She felt as though the raw, pure, unbridled emotion would burn right through her fragile shell of a body, were it not for the tears allowing her release.

The planets reformed, teeming with life. The stars ignited in all their fiery glory, glowing more brightly than ever before. Red space turned black once more as the shimmering giants filled the expanse with colours never seen by any eyes, alien or human. It was a sight no living being deserved to witness. No deed could earn this privilege. The tragedy of the non-place was washed away a hundred times over by the beauty of existence and, for the first time in her life, Gwen truly believed Heaven existed.

How long she was lost in simply existing, she would never know, but, eventually, she came back to herself, if only enough to ask a question.

"What is this?" She was answered by a mournful wail. The sound was so out of place that she was broken out of her wonder instantly. Seven floated next to her, her face filled with sorrow and eyes filled with tears as wrenching sobs bubbled up from her throat. How sadness could even exist in this place was beyond Gwen's comprehension. She reached a hand out and grasped Seven's shoulder. The albino in turn grabbed Gwen's hand, squeezing tightly as she slowly got her sobs under control. They did not stop, but they slowed enough from Seven to speak.

"The past, S-Sister......" She choked out. "A time so long ago and across so many dimensions that measuring it would be impossible." She swallowed loudly. "Where they came from, not even He knew, but they wandered the dimensions. They settled here. They could not call it home, but they could wander no farther." As the teen spoke, a cluster of lights, brighter than the stars, faded into being. They flew through various parts of the universe, eventually settling on a planet on the rim of a galaxy at the edge of space, dimming as they landed.

"They chose not to interfere with the development of this universe, and instead observed the growth of the worlds from the dead planet they called their temporary home. Over the millennia, species rose and fell. Some gained space travel, but none ventured as far as the wanderers' planet. Even the great behemoths of space did not stray too close. And then....." Things suddenly began changing. Great masses of black and silver began forming around several planets. Fleets of spaceships. "...War." The fleets quickly swept out from their original galaxy, crushing any resistance met and growing in strength and momentum with each world they burned. They began spreading along the universe at a deadly pace.

"The wanderers watched. They saw the tide of death flow in all directions. They knew it could not be allowed to continue, yet they had sworn not to interfere. They argued amongst themselves. As they did, the tide grew ever closer, snuffing out galaxy after galaxy. Growing ever closer to the wanderers. Some argued to simply leave the dimension, but none of them truly could. Their planet, dead though it was, had become the home they had been searching for." The fleets came upon the edge of the universe. Only the wanderers' galaxy remained unconquered. "They decided to act." The dead planet glowed brightly once more as the black of the fleets began to inch inside of the galaxy.

"They chose a race upon a planet nearby to be their champions. The creatures were barely smarter than the beasts around them, so the wanderers gifted them with intelligence. Their pacifist ways had left their bodies fragile, so the wanderers remade their flesh. Their numbers were few against the universal fleet, so the wanderers gave them _power_. And the wanderers told them the plight of the universe." Suddenly, beams of light shot from the planets of the wanderers' galaxy, striking the mass of the fleets, pushing them back.

"They fought with all their might, the champions of good. The wanderer's power made them strong. Strong enough, even, to push back the flow of evil. They slowly retook the universe, driving the conquerors back to their homeworld. and there they destroyed them. Not one was left." The lights continued to lance out as Seven spoke, annihilating blackness wherever it hid, until all that was left was shimmering light covering the universe. "But, sadly, the war did not end. The fight with evil was over and, for a time, there was peace. However, the champions soon grew restless and greedy, turning on their own brethren. They waged the war anew, with themselves. They broke into factions, each vying for power, each growing more evil. " Slowly, the shimmering lights turned red, violet, and blue. Planets were destroyed when the colours clashed, the dimension shaking on its foundations.

"The wanderers were distraught. Their champions, their children, had turned on each other. Then, it happened." The lights stopped colliding, all of them suddenly changing once more. Changing black. "The champions turned on the wanderers, seeking to take their power for their own. The wanderers, filled with grief, let them come. They could not raise their power against their children, so they waited on their home for the end." The black swept over the dead planet, engulfing the light. "There was no mercy. The wanderers fell, one by one. Until only He remained." Seven's crying became heavy again.

"What happened then none will ever know. Maybe He could stand by no longer, or maybe He was scared. Maybe the grief became to much as His people were cut down and He simply lost His sanity." The planet exploded in light. The black was wiped out instantly. "He fought back and slew His children." The light expanded, overtaking the galaxy and the black outside it. "His rage grew with every death. He destroyed everything." The light enveloped the whole galaxy. "And then, He fled." The light vanished and Gwen stared in shock and horror as the non-universe _was_.

Seven looked up at her with tear-filled eyes that revealed a broken soul. "He fled through the dimensions until he could go no farther and came to rest....... in ours."

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"This is..... This is Arlune." Daverik watched the screen, his face a stone mask. Arlune's second data packet had reached them just minutes ago. Arlune's mask was down, but her posture showed obvious exhaustion. She spoke slowly, a strange lit to her voice making her sound unsure of herself. "Things have gotten.... weird. I don't really know how to explain it. Kaizon landed us on this meteor, or asteroid, or something, but it was hollow. Some kind of covert base or checkpoint, I don't know. " She shrugged slowly. "There were more of Kaizon's....... followers there. We traded in the pod for an actual ship, I think." She slid up her mask, raising a hand to rub her eyes. "Things are all jumbled up now, I don't....... I'm not sure what happened. Things started feeling weird after we landed......." She looked off into the darkness around her. "I haven't been sleeping well." The scene jumped. The room Arlune was in was slightly better lit now and she seemed more alert.

"Kaizon says I've started some sort of trial period or something. As long as I haven't been found out, I don't really mind. Things are still weird, but at least I managed to shake off that fog that's been bugging me. The downside, though, is that I can't really attribute the stuff that's been happening to my imagination now. I've been hearing some.... things. There was someone talking in the next room about an hour ago, but, when I checked it out, I couldn't find anyone. I don't know, maybe it's just me. I mean, this place is huge compared to the pod. Huge and empty. I guess it's just creeping me out." She placed a hand to her chin. "I'll have to remember to delete that part of the recording......." Jumpcut.

"More sounds, more creepiness. Scuttling in the vents. Talking coming from empty rooms........ Kaizon said he hasn't heard anything. If he has, he's one convincing actor. Course, he _is_ a good actor.......... Still, my cybernetics haven't actually picked up anything. Maybe it's just-" She stopped short, straightening in her seat and staring somewhere beyond the camera. "Lights." At her command, the room filled with light. The mercenary continued staring for a moment, then slumped back down with a sigh of relief. "I could have sworn I saw something. I-" Jumpcut. The room was fully lit, with any and all pieces of furniture moved away from the wall. Arlune's eyes were wide with dark circles underneath. She was looking everywhere but the camera.

"Ok, I, ah, got confirmation last night that this stuff isn't just my imagination." She let out a short, nervous laugh, glancing at the camera momentarily. "Kaizon still says he hasn't seen anything, but, I don't know, he seemed nervous about something. Maybe he knows something I don't, or maybe he just wants to ignore whatever's going on, but there is something on this ship with us." She held up her arm, showing off a large bandage that covered most of her forearm. Daverik had to keep himself from jumping when a metallic thump suddenly rang out. Arlune, however, did jump, twisting around and aiming a blaster at some point behind the camera. She swallowed loudly. "Like I said before, it's in the vents." Jumpcut. Arlune was now in a smaller, completely empty room. She held the camera in one hand, facing her. Her mask was down as she continually checked and rechecked every corner of the room.

"Kaizon's gone. I don't know where. I went to check on him, maybe to get him to tell me was happening, but he wasn't in the bridge. He's been there the whole time, and now he's gone. The ship was on auto-pilot and locked down tight. I can't see where we're going and I can't turn us around." She turned towards the door, blaster raised into view. "Whatever this thing is, I heard it on the bridge, too." She paused, looking down at the camera. "I'm going to make my way towards Auxiliary Control and see if I can hack in from there. Sorry, but I'm gonna have to keep you turned off until I get there; I don't want anything sneaking up on me while I'm chatting, you know?" The picture cut. When it came back on, Arlune had placed the camera on a table or console. She was leaning against a closed door, out of breath. Flashing screens lined the parts of the room that were visible.

"That," The mercenary panted. "Was too close for comfort." She pushed off of the door, staggering for a step, and made her way to a console out of the camera's view. For a few moments, typing was the only sound to be heard. "There." Arlune's voice came from off-camera. "I've locked the room down, including the vents. The air's gonna get sour in a few hours, but it's better than letting whatever that thing is in here." More typing. "For some reason, it doesn't register on my cybernetics. I'm hoping the ships sensors can..... There you are. Fast little guy, aren't ya? Can't get in, huh? Ha!" The typing picked up pace. Arlune's tail swished in and out of frame. "I bet you'd like it if I drained all the atmosphere out of the corridor, wouldn't you? Of course you would. In fact, I bet......." Her tail stopped, as did the typing. "Where'd it go? Oh, I know...." The typing picked up again. "Musta scampered into a shielded room. I'll just turn off all the shields and..... Uh-oh." Arlune quickly backed into frame, fumbling for her blaster and whipping her gaze around the room. "Where are you?" All was silent for a few moments. Daverik nearly fell out of his seat as the camera was suddenly sent flying to the floor. There were a few flashes as the blaster discharged. Arlune screamed. The recording stopped.

Daverik continued staring at the blank screen, his expression completely stoic. Klecks was another story. The mercenary gaped at the screen, alternating between horror and anger, his fists clenching tightly. After a moment, Daverik rose and turned to leave the bridge once more.

"Tell me when we receive the next packet. Alter our course to wherever this one was sent from. I'll be in my quarters." Klecks whirled around to face him.

"What next one?" He demanded. "Didn't you just see that?!"

"What I see," Daverik regarded him coolly, for once, eyes narrowed. "Is that we're being led straight into a trap." The mercenary opened his mouth, but the Combronite continued before he could speak. "Dead people don't send data packets, Klecks, and Arlune was obviously out of commission. Think about it for a moment. That is all I will hear on the subject. I will not be played for a fool again. I take my leave." Then, he turned once more and did just that.

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And........ That's where I leave this chappa. It's a little shorter than usual, but it's certainly full of creepy. I'm hesitant to use the word lovecraftian for a bit of the beginning, but maybe C.S. Lewis-ian.

Am I aiming too high, or am I pulling it off?


	33. Timeline

Ok, been a bit, sorry about that. I have a terrible habit of forgetting that these stories exist from time to time.

**Forte Kaimei**- Glad you're enjoying it. I wonder if this chapter kills the drama or builds it?

**LadyLasa**- Well, thank _you_ for reading and reviewing it. I'm thinking the dialogue weirdness was just me working out my writing style mixed with inexperience. (It has been over two years, I think, so I hope I managed to break that habit.)

**The Elven-Spear**- Um..... I'll take that as a good sign and not a 'Your story is bad and you should feel bad!' kinda thing.

**Cross the Damned Soul**- Well, all your questions should be (mostly) answered by this chappa. And the 'yes, no, sorta' thing was all one answer about Ben's relationship with EP-713. By the way, nice job escaping the stronghold.

**Starshadow117**- Well, it's not a character chart, but this chappa is kinda close.......

**Lisazure**- Heh, 'duct monster'..... I'm seeing gremlins made of tape.....

What time? Chappa time!

**Chapter Thirty-Three: Timeline**

Then, he turned once more and did just that.

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"It's really quite amazing, you know." Seven stared into the void, her tears slowing, as constellations that were actually familiar to Gwen filled the sky. The Earth appeared not far to the right of their current position. "Had He arrived in an empty dimension, his rage may have cooled with the passing of the ages." The albino mused. "There are many more empty universes than filled ones, so the odds were against him running out of energy in an inhabited one." She shrugged. "Perhaps it was simply meant to be….." She stood in the empty space. "Come." She waved for Gwen to follow her as she began to fly away from Earth. Gwen followed.

"Who is 'He', Seven?" The redhead asked, watching the Milky Way fade into the distance behind them. "What does all this have to do with us?" Seven ignored her questions, continuing deeper into the universe. As they passed various galaxies, Gwen was somehow able to see certain planets with surprising clarity. It was almost as though these planets were under magnifying glasses, the details of their surfaces quite easy to see. Wildmutts dashing across open plains and weaving through tangled jungles, Ripjaws swimming in formation through vast oceans, Ghostfreaks carving symbols into a monolith on a planet of mist, and many, many more. Some species she knew, most she had never dreamed of. Gwen quickly became absorbed in her world-gazing, not realizing or caring that Seven had not given an answer. She nearly ran straight into the older girl as she stopped suddenly.

"......Tell me, Gwen," The white-haired girl stayed still, not turning to face the redhead as she spoke. "How do you suppose you were conceived?" Gwen immediately began to choke on her own spit, her eyes bugging out and her cheeks flaming. After a few moments of sputtering, she managed to regain some modicum of composure.

"The, uh," Gwen cleared her throat. "Um, the........ normal way?" Seven turned her head towards the younger girl slightly, but remained facing forward.

"You are.... sure of that answer?" The red-eyed girl asked softly. Gwen's breath caught in her throat at the albino's tone. She swallowed, shoving her sudden rush of anxiety back down.

"Yes." The younger girl stated solidly, no doubt in her voice. "I'm sure." Seven lapsed into silence again, looking back to the front.

"...Very well." She sighed, before moving forward once more. This time around, no planets magnified themselves for Gwen, forcing her to look at the galaxies they passed as wholes. Between the brilliant spirals and oblongs of the galaxies, the spectral clouds of nebulae, the whirlpools of colour and light that denoted black holes, and the sharp streams of solar gamma bursts, she was no less entranced than before. It didn't take long, however, for the object ahead of them to grab her attention. Bright, shining white engulfed her vision, so intense that the stars and galaxies became too faint to see against the all encompassing glare.

"Seven!" She cried, shielding her eyes as best she could while straining to see the girl in front of her. "What's happening?" She reached out blindly in front of her, fingers stretching to find her guide. A soft chuckle reached her ears from somewhere ahead.

"Open your eyes, sister." Amusement was evident in Seven's voice. Gwen frowned.

"My eyes aren't-" Gwen opened her eyes. "...What? But, I didn't....." The redhead trailed off as everything began to come into focus. Everything being two things: Seven, and....... Him. "Whoa...." It was massive. A silky white sphere, like a pearl of unthinkable proportions. Strange creatures, the likes of which Gwen could hardly understand, swarmed all around it, though none ventured close enough to touch it. "This is..... This is Him?" Gwen didn't know how she came to that conclusion, but, somehow, she knew she was right.

"Yes." Seven spread her arms wide, turning to face the sphere. "Say 'hello' to The Wanderer, He Who Rends Existence, The Slumbering Madness, The Breaker of the Broken, The Devourer, EP-713, and the self-proclaimed Destructor of Evil." She let out a short laugh. "He believes that all life has the potential for evil, so He wipes all life from existence. I suppose, technically, He could be counted as a destructor of evil, if only because it dies with everything else." She dropped her hands, turning to face Gwen once more. "A noble goal, but His means for accomplishing it are nothing short of insanity. Don't be pulled in by His twisted logic, Sister. What He wants is good, but what He does is true evil. Whatever mask He wears, **do not **hesitate to strike Him down if you get the chance. If you delay for even an instant, it will mean the deaths of countless dimensions."

"Wait, wait, one second here." Gwen shook her head, eyes wide. "Are you trying to tell me I'm going to be _fighting_ this thing? How would you even know that? And what do you mean about getting pulled in by His logic? Is this going to be one of those 'join me and we'll rule the universe' deals? How would you know _that_? And why me? Ben is the one with the hero complex, let him fight the eldritch abomination!" The redhead attempted to stomp her foot to punctuate her frustration, but, seeing as she was still floating, she only succeeded in making herself flip in a forward circle. Seven lowered her gaze, looking away.

"I..... Gwen, what I'm about to tell you is going to shatter your entire existence." She swallowed. "You aren't going to believe me, and I wish it weren't true, but it is. The aliens that currently have us incarcerated have done terrible things, things that should never be done. Everything you think you know has been tainted by their actions, and I'm sorry you ever had to find out the truth. I.... Just remember, Gwen, that Penelope, Six, Ben, Kevin, and Myself are all in the same boat as you. No matter what happens, our family will be there for you......"

"What are you," Gwen crossed her arms self-consciously. "What are you talking about?" Seven licked her lips nervously.

"A-as you know, the Plumbers at war with Vilgax, right?" She looked up.

"Right......"

"Well," Seven continued. "That's only a small part of it. The universe is actually ruled by a single giant empire and Vilgax is merely the leader of a rebellion that's been brewing for over a thousand years. The Plumbers, and therefore the Earth, are allied with the Empire. On the Earth's moon, a research center was set up to help the war effort through weapons development. The Wanderer was discovered near the center of the universe and christened EP-713. The leaders of Mertak, the station on the moon, acquired Him through less than legal means and started to base biological weapons around the tremendous power that He exuded even when sleeping. They didn't realize He was sentient, or even alive, until one of the creatures they'd made slaughtered fifteen people in the span of a few minutes. You see, through their weapon, made with EP-713's blood, He began to wake up again and the Phantalin, the Ghostfreak, on the station sensed Him and His intent and power. They sealed Him away in an empty pocket dimension, but kept some of His powerful blood to continue their experiments. They hoped that He would not awaken if he was in another dimension." The teen sighed. "Fools.

"The next monstrosity they created was through a fusion of The Wanderer's DNA to that of one of their soldiers. There was an error during the process, creating a divergent, insane personality. They put programs in place that would allow them to control which personality was dominate, staged a fake escape, and allowed the insane personality to work for Vilgax as an unwitting double agent. They named him Torgon. We saw him, briefly, with Kevin.

"The third Wanderer-based weapon," Seven ran a hand over the top of her head. "Was the first true success. An advanced, biologically based thinking computer with a true ability to learn and adapt that easily outpaces even the most advanced AI. She's currently trying to pry my fingers off of your arms." The albino chuckled. "Using her, they gained a much deeper understanding of EP-713 and how to use him for their purposes.

"Number four...... She was their first attempt to use a human subject as a base in tandem with EP-713. She proved to be completely uncontrollable. She was meant to absorb energy, kinetic, electric, you name it, and redirect it so as to function as a living shield and cannon. She was too sensitive and ended up absorbing so much energy that she sent out powerful discharges at a near constant rate. She was euthanized for the safety of the station.

"Number five....." Seven paused. "Well, he was meant to be a safer, more controllable version of number four. They reduced the kinds of energy he could absorb and artificially aged him in a growth acceleration tank, figuring an older child would have better control of himself. They placed him on Earth and activated him, using false memories to give him a past. The past they chose was an unfortunate one, filled with rejection so they could cultivate a loner personality. Instead, the child had a psychotic break. His mania overrode almost all attempts to control him, and he was scrapped, left to his own devices." Seven stuck her hands in her pockets, looking down again. "His name is Kevin." Gwen let out a gasp.

"You don't mean who I think you do, do you?" She whispered, knowing the answer.

"I do." Seven confirmed. "I'm talking about the boy who's tried to kill Ben on several occasions, the one who absorbed energy from him and became as much of a monster outside as he already was inside. He was created in a lab........" Seven swallowed as she turned away, blinking tears from her eyes. "Just like I was." Gwen's eyes widened.

"Seven, you-"

"Numbers Six and Seven," The albino continued, cutting Gwen off. "Were created in tandem with one another. Seven to be another machine, one that could literally drain information from anything she touched, and Six to be my protector. Six, however, quickly became extremely protective of me, attacking anyone who came close to us. And I, even with the special gloves, absorbed far more information than my mind was capable of handling. I didn't take long to reach my limit and my mind refused to process any new information until it had worked through the impossible backlog it had created. I began to forget things mere moments after learning them and Six refused to leave my side. So we," She sniffled. Gwen thought she might be crying. "We were scrapped as well. They didn't bother naming us. I always was, I was there. I saw what was happening, but it was just a, a cacophony of noise. There was just too much information, all of it needing to be analyzed and examined and pressing for attention and I couldn't _hear_ anything else. Not, not until I was reconnected, anyway." She sighed, straightening. "But that came later.

"Number eight was made to be the ultimate spy. She could actually _slip_ in between the dimensions to walk through walls, bypass force fields, become invisible. She was able to place items into small, artificial dimensions, allowing her to steal practically anything. Like the rest, though, she was flawed. She developed a pathological need to steal. The more important, the more classified, the better. After she stole the few ounces of EP-713's blood that Mertak had left, she was scrapped like all the others. They wiped her memories, implanted some fake ones, and dropped her off on Earth. She made her living as a pickpocket, until you found her, that is."

"No way."

"Yes way. Number eight is Penelope."

"No." Gwen shook her head, waving her hands in front of her. "No way. You're telling me that Ben and I just so happened to meet every one of these weapons? That you and Penelope just happened to be right in our path?" She crossed her arms. "No, uh-uh, not buying it. Show me some proof." Seven stared at her evenly for a long moment.

"Alright." She nodded. "Follow me." She turned, walking directly toward The Wanderer. As she neared it, a corridor-sized hole appeared in its surface. It started out only a few inches deep, but it quickly retreated further into the spherical entity as Seven got closer. Gwen, after a moment of difficulty, managed to land and follow the teen. Their steps made no noise inside the strangely bright tunnel, which Gwen found to be a bit unnerving. She stepped extra hard to compensate, but failed to produce any sound.

And then they were stepping into a room. There were some aliens Gwen didn't recognize, an XLR8, and a creature about which she had no doubts at to its being unnatural. All but the creature wore lab coats. The room was pretty empty, save a few tables and shelves, decorated sparsely with a few beakers and the like. The, she supposed, scientists were all gathered around the creature, the XLR8 standing a few feet to the side, staring at some small piece of technology in its paws. After a beat, Gwen realized that _nothing _in the room was moving. It was like a 3D photograph, a single moment stopped in time.

"The birth of the first." Seven's voice cut through the stillness. She continued to stride across the room, heading for a door on the opposite side. Gwen, whom had stopped to take the scene in, quickly moved to catch up. Upon walking through the door, the redhead found herself to be in the exact same room. The photograph, however, had changed. The creature was frozen in mid-air, one pair of limbs planted firmly in one of the scientists, whose blood was frozen in the air like red mist. The other three scientists were stumbling back and the XLR8 had only managed to look up in shock. The creature's second and third pairs of limbs trailed behind it, both tipped with long claws that Gwen hadn't noticed on the thing before. Its strangely huge mouth was open mere inches from the impaled scientist. "And his rampage."

Again, Seven crossed the room without stopping; This was all old news to her. Through the door once more, Gwen found herself in the same room yet again. One scientist lay dead on the floor, another dead on his feet with claws through her head. Another scientist was scrambling backwards on the floor while the fourth was reeling backwards with a large gash across his chest. The XLR8 had a small device like the one Gwen had taken from her grandfather raised to its mask as it made its way to the injured scientist.

Through the door once more, three dead. The XLR8 had blood flowing from its shoulder, frozen in the middle of throwing the creature off itself. The scientist that had been slashed lay on the floor. Gwen couldn't tell if he was alive or not. The next few trips through the door showed the scene unfold as Seven had said; A security team arrived, attempted to take the creature down, and were slaughtered. Of the few laser blasts that actually managed to hit the creature, none appeared to slow it down. Gwen would see chunks of flesh fly off of the creation in one scene, only for them to have regenerated by the next. During the fight, the XLR8 had managed to pull the wounded scientist out of the room with it, which was lucky for them as the final soldier to fall activated some kind of explosive, almost what Gwen would call a 'laser grenade', as he died, filling the room with deadly light. The next scene showed that nothing survived the blast. When they walked through the door this time, they actually ended up in a different room. Sound accompanied these images.

"The transformation of Garrison," Seven started up her narration again. "Into Torgon." Screams of pain becoming dark laughter. Teeth growing longer and sharper. Muscles becoming thicker, stronger. A Ghostfreak and a Greymatter, looking unnerved but satisfied. More and more modification. Gwen found herself focusing on these details of the scenes above the rest. "In his 'escape' some months later, his creators allowed the deaths of more than a dozen of their personnel." More laughter, claws ripping through scientists and soldiers alike. A capsule taking off on a security monitor. The Ghostfreak and Greymatter taking notes. A new room through the door. Tanks filled with coloured liquid and attatched to a computer and the walls through thick cables.

"The hundred deaths of Takin," The blue-scaled Ripjaws, freshly born yet fully grown, writhing in pain as her skin smoked in the air, choking in her native element as poison flooded her tank..... All as the Ghostfreak, Greymatter, and sometimes Garrison looked on. Then, Garrison stopped appearing altogether and a new element was added to the tank. "Finally, they added EP-713's DNA to her makeup." This time, Takin survived. She blinked her large, blue eyes and, like a newborn baby, cried. She was cleaned, dressed, and put to work.

The next few passed more quickly. Gwen saw the unnamed number four, looking for all the world like a five year-old girl, curled into a ball, crying as energy discharges tore the room around her apart. Several scientists lay dead around her. The Greymatter typed some commands into a computer. The girl fell over, dead. The look on her face was identical to the one Penelope had worn back in the tunnel, when they'd been attacked by Meexyairna.

Kevin, screaming into empty rooms, smashing anything he could get his hands on. Gwen saw him join gangs, then scare the other members away with his abilities. She saw him slowly grow to enjoy it. She saw his first murder. He stopped screaming into empty rooms, and started laughing as he electrocuted people to death. After giving the police the slip, he started using his head as well as his power, destroying people's lives without harming their bodies. Moving from place to place, meeting Ben for the first time........

Gwen saw Six maul an animal handler as she tried to separate him from Seven. She saw Seven staring into empty space, eyes wide and breathing shallow. Computer systems went up in smoke as Seven was led past, Six snapping at anyone who got close. When writhing, living gloves were added to her person, the albino managed to become coherent enough to look around dazedly, forgetting the orders given to her within moments. Six continued to grow in size and ferocity. One final attempt to separate the two led to the near-death of another handler and the pair were sent to Earth. Seven walked through these doors the quickest.

Next came Penelope, who showed much promise as a weapon. She easily made her way through whatever tests the scientists placed her in, followed orders without question, and generally exceeded all expectations. It wasn't until the scientists noticed things going missing that anyone realized she was seriously flawed. Chemicals, documents, prototypes, all the missing items were produced on order. Attempts were made to stamp out the kleptomania, but nothing worked. Her powers were deactivated and she was sent to Earth.

"And now," Seven stopped in front of the door, on the threshold to the next room. "Comes the final two."

Gwen followed her into the new room, coming face to face....... with herself.

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Plot twist that everyone saw coming! Huzzah!

I can't believe I managed to write all that without breaking away to another storyline.

I can has reviews?


	34. Death of a Sister

**Dranfang**- Eh? Wasn't aware of my massive bashing. I find it odd that you pre-empted my thinking you're sick, though. I thought that was kinda weird.

**Crossover Fiend**- 'mediocre substance'?!?! Why, I oughta.... Nah, kidding. I'm glad that, if you can't enjoy the madness, you can at least enjoy its method....... *sniff* I thought my story was pretty creative........

**Unbidden-Angel**- Alright, then. Ask and ye shall receive. At least, about Gwen.......

**Icecreamlova**- Aw, that's nice of you to say. Eh, heh heh, where am I gonna take this? Yeah, about that........

**Cross the Damned Soul**- Wow, uh, actually, you're not too far off with that one.

**LadyLasa**- Yeah, I had the same sorta thought about halfway through writing the last chapter. I think I've written mysef into a corner: How am I gonna get Gwen outta this without reducing her to a complete headcase? My only answer? Denial, denial, denial.

**Lisazure**- Might wanna get that cough checked. Hmmm...... _is_ Ben #10? Maybe we'll find out this chapter. Maybe........

**Starshadow117**- Yes, like precision explosives placed along a building's stress points, the cause and effect of the current disater is made clear with enough study....... Er, not that I have any experience with that sort of thing.....heh........

Ah, so many nice reviews. Truly, I feel loved. Or, at least, entertaining.

And now for something completely different: A Chappa.

**Chapter Thirty-Four: Death of a Sister**

Gwen followed her into the new room, coming face to face....... with herself.

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Her body ached, her head throbbed, her left arm was numb, and her nasal passages were all stuffed up. Soon, she would be sent through a series of 'tests' that had not yet been explained to her but still promised misery. Also, her sensors were indicating she'd overslept and would most likely not have time to eat before said tests. Some days, it just didn't pay to wake up in the morning. Not that you really had day and night in a spaceship, but Arlune felt the saying still applied. Maybe she could catch just a few more minutes of shuteye before-

"Knock, knock." Speak of the devil, the was Kaizon the Crazy now, come to gather her for the day's activities. Joy. The merc made a few disparaging comments under her breath to express her unbridled glee at being fetched, making sure to mumble loudly enough to be heard through her door. "Hey," Miskin smirked, letting out a short chuckle. "You owe me for venting the atmosphere out of that corridor I was in, Little Ms. Hallucination. Now, move it before I toss you out the airlock." An idle threat for some, but Arlune knew the unstable scientist meant it. She quickly got up.

"Alright, alright," She slid the door open, shouldering past Kaizon and heading for the small mess, hoping she at least snag something to tide her over until lunch. "I already said I was sorry for the duct monster thing. Besides, it was your fault anyway; Test or not, feeding hallucinogens the only other occupant of a small ship is a stupid move."

"You passed, if it's any consolation."

"It's not. Now I gotta scan everything I eat and drink like a paranoid..... um.... something or other." Arlune frowned.

"Masterful use of analogy." Miskin laughed, following behind her. "You'll be thrilled to hear there's no written portion of your tests."

"Truly, there are no words to express the extent of my gratitude, oh Merciful One." The mercenary sniped sarcastically. "Will I ever find a single negative aspect of your fantastic persona?"

"If you live long enough, then you may indeed." Kaizon nodded sagely, sliding his mask down. "But, until then, the next test starts in about twelve seconds. I suggest you get off the ship, before it explodes." And then he was gone, out the airlock and into the wilderness of the small planetoid they'd landed on. Arlune was quick to follow, not willing to bet her life on the notion that Miskin was joking. Not only was he not playing a bizarre prank, as it turned out, but he'd also overestimated the time to the explosion, as Arlune was only just dashing out the door when the ship detonated. Luckily, speed was something she had in mass quantity; She outran the blast, if only barely. She half-expected that her tail would be on fire were it not mostly metal.

"I am going to kill him." She decided. "And I shall fashion a homing beacon from his circuitry and await rescue while subsisting on a diet of his flesh."

"I've not often thought of it," Arlune let out a shriek as Kaizon appeared beside her. "But I imagine I'd taste quite good in a stew. Also, cannibalism is frowned upon in my Lord's army." The merc regained her composure quickly, crossing her arms.

"No court in the universe would hold me responsible." She informed him matter-of-factly. Miskin seemed to consider this for a moment.

"Ah, yes." He agreed, slapping her on the shoulder. "But first, you will have to catch me, She-Who-Is-'It'." And he was gone again. Arlune stared blankly after him for a moment.

"You're insane!" She shouted. "We're out here in the wilderness with no way off this rock and you want to play tag?!?"

"WhyyesIdo." Miskin zipped past her quickly.

"Well, too bad!" The merc responded "This is completely inane! We need to get firewood and build a shelter and catch some food! Not play no-masks' games!" Miskin stopped zooming around at this, sighing dramatically.

"Oh, very well." Arlune got the feeling he was rolling his eyes beneath his mask. "You do that and I'll be by to see you in a couple of teraquin, ok? Bye-bye!" Then he was gone. Again. He really needed to stop doing that, in Arlune's opinion.

"Why do I get the feeling he was planning on ditching me all along?" She sighed, then went to find a suitable place to set up camp.

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Deep in a plane of black and grey, a place with no entry and no entrance, a place crafted by the hands of mortals, He lay sleeping. Yet, even in slumber, part of Him was aware of his imprisonment. Part of Him was enraged. In His dormant state, He could do nothing to free Himself, but He knew freedom would be His again soon enough. His followers, and His children, would free Him.

He saw through the eyes of His children, heard through their ears. He knew their dreams, their hopes and desires. Their thoughts were His to manipulate, their bodies His to shape. As He watched through them, He would slowly begin to awaken once more. As their minds opened to Him, so too would His to the universe. And He would tear this prison asunder and destroy the evil that had chained Him so.

True, His children had been cut off from Him when He had been sealed here, but a piece of Him lived within them. That piece of Him would guide them and direct them to free Him. When they grew in power, that piece would reach out to Him, reestablishing contact and bringing Him to awareness. Even now He could sense His children, growing closer and closer to calling Him.

But, then........ Something was wrong. The piece of Him was changing........ In what way, He did not know, but it was changing none the less. He would be wary of this piece when He awoke. For now, however, His attention was drawn by one of His children. His connection to her was fading.......... Evil, it would seem, had finally consumed her.

In His slumber, the Wanderer stirred.

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Sargon opened his eye, falling from his trance with a start. Alarmed, he quickly scoured the room for intruders. Upon finding none, he closed his eye once more, focusing on the feeling of danger that had suddenly come into being a moment ago. There was.... malevolence....... and anger. A dark amusement....... Sargon had felt something like this once before, not too long ago. It was same feeling that had pressed all around him back on Anur Phaetos. The monster was reaching out.

The ancient opened his eye, proverbial brow furrowed. The monster had been completely sealed away within Ben's mind, unable to reach even the boy that housed him. Of this, Sargon was certain. But then, what was casting this evil shadow? Could there be another being that carried the monster in itself? It could not be the other children, no, Sargon had searched their minds thoroughly when they'd been captured. The children all carried the blood, but none, save Ben, carried the monster.

The orange-eyed Phantalin focused once more, pouring his energy into diving into this dark projection. Immediately, he backed out once more, surprised by the intensity of the feeling. On his home planet, his primary concern had been to protect himself and the children, so he had simply built up and enforced the mental walls around himself and his charges, never risking opening his mind to the call of madness. Now, however, he needed to find the source of it. He took a moment to shore up his defenses, then dove into the madness once more.

It was a cacophony of frenzied impulses. To gouge out his own eye, to tear away his outer skin, to rip Mertak apart. To laugh, to cry, to scream.

_**So this is 'good'?**_

Whatever being was projecting the madness was also projecting its thoughts along with it. Sargon focused on the voice, using it to block out the mass of the conflicting feelings.

_**Killing to cover its mistakes? **_

Sargon pushed forward, searching with all his power for the source. The impulses grew stronger as he grew nearer.

_**Destroying in the name of peace?**_

Sargon let out a small giggle, eye widening. The madness was starting to break his defenses. If he didn't turn back.......

_**Condemning tyrants while maintaining its power through force? **_

But, he was so close...... Just a little further........

_**No. Good doesn't exist anymore. It's just evil with a different face.**_

And then, he reached it. The madness stopped pressing around him. He suddenly had a perfect view of the being projecting the madness. And in his mind he saw......

_**And my purpose...... our purpose....... is to destroy evil. **_

Sargon opened his eye, in his body once more. Slowly, he put a name to the being, voice full of disbelief. "......Phora?"

_**Maybe this EP-713........ isn't so wrong after all. **_

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Gwen actually fell down with surprise, having attempted to throw herself backwards while continuing to walk forward. For a moment, she simply stared up with wide eyes at her doppelganger, too shocked to get back to her feet. From her ruby red hair and her bright green eyes to her favorite cat-head shirt, the girl being examined by the aliens was her exact duplicate, except for one glaring, swollen detail: her rounded, protruding stomach. The other her was _pregnant._

Gwen was horrified. Her hands flew to her own, mercifully flat, stomach as she looked between it and the other her, as though staring in some twisted funhouse mirror. She clenched her eyes closed and shook her head sharply before looking again. The other her was still there. But this, this couldn't possibly, this _had not_ happened. There was no way she had ever been...... She gulped loudly, tears stinging her eyes, as she recalled Seven's monologue from mere minutes ago and how the creations' memories had been so easily wiped and replaced. Could hers also......?

"No.... no way.... it can't...." She suddenly felt incredibly filthy. There were only so many ways, even with alien technology, for someone to get pregnant. _She was only ten years old. _She looked at her hands, disgusted and horrified by her own skin. Oh, God, she was going to throw up.

"Your mother looks very much like you." Seven observed, making every part of Gwen freeze. "One might even take her for your twin were they not looking closely." She turned back to the younger girl, giving her a pointed look. "But that would be, of course, utter nonsense." Gwen swallowed again, and slowly scrutinized the other her. There _were_ some differences, it seemed; Now that she looked, the eyes were closer to blue than green, the face was a little rounder, and there was the slightest of height differences. Gwen turned to the side and threw up anyway. Differences or not, the girl looked too much like her. And she still looked to be a pregnant ten year-old. Seven crouched down beside her.

"What," Gwen gagged and thought she might throw up a second time. "What did they do to her?" The teen blinked in response.

"I should think that's obvious." She waited for a moment. "She's older than she looks, you know." Gwen lifted her head at this. "She almost made the American Olympics gymnastics team, correct?"

"Yeah," Gwen nodded, glancing at the girl who was apparently her mother. She looked back down quickly. "She's told me the story a million times. She would've made it if she hadn't caught a cold the day before the qualifier." She swallowed compulsively. "That can't be her." Seven stood up.

"And how many pictures have you seen of your mother in her youth? As she was twelve years ago?" Gwen fumbled for a moment, before looking at the teen with confusion on her features. "As I thought, you've seen none. That's because our captors did not want you to see the similarities between you, afraid you may draw conclusions." She abruptly cut herself off, turning to look at Megan Tennyson. "An extreme training regime can cause developmental problems in young girls, slowing their growth so much that they do not start puberty until years too late. In some cases, continued exercise can stall it almost indefinitely." She looked back to Gwen. "Your mother, as she is there, is nineteen years-old." Gwen's confusion was replaced with an incredulous look. "Don't underestimate the changes that twelve years and three pregnancies can cause, Gwen." The room around them faded for a moment, and Gwen's mother was replaced with a slightly taller, slightly older looking woman. Then once more. A few more times past that and Gwen began to see the woman she knew as her mother emerge. It was scary in its own right, but something Seven had said had her attention.

"Th-three pregnancies? But, what happened to....." Gwen trailed off, glancing between her mother and her guide.

"Pregnancies one and two ended as stillbirths, the third survived." The teen reported flatly. "All were you."

"Me?" Gwen shuffled away from Seven, getting to her feet. "I-I _died_? I mean, I, _twice_? But, that, it couldn't-"

"Yes, I'm afraid it could. It did." The albino sighed. "Clones are terribly unstable that way." Gwen took another step back, eyes wide with horror. "The answer to the question that's undoubtedly running through your mind, other than 'Can it be true?', is this: The donor for your DNA was, in fact, your mother, at least in part. The rest, Number Nine, came from the final project, your charge, so that you would always be bound to him." Seven crossed her arms. "You know of whom I speak."

"No," Gwen shook her head, body quivering with fear. "I'm, I'm not going to listen to another word of this. It doesn't, it can't be true."

"Gwen, I know you don't-"

"**I SAID NO!**" Gwen screamed, cutting Seven off. "It's not true! You're **lying**! Whatever sick game you're playing, I refuse to be tricked anymore!" She snarled, clenching her fists. "If you don't stop this right now, I'll-"

"Look at yourself, Gwen." Seven cut in gently. Gwen blinked, surprised by the sudden change in tone.

"What? I don't...... o-oh...." The redhead stared at her hands. Her skin had become pitch black, with bright lines of red tracing broken patterns over her hands. She grabbed at her sleeves, pulling them up to reveal more black skin with red lines. She'd seen skin like this before........ "How did you, what did you do?"

"I did nothing." Seven shook her head slowly. "You did this. You may not wish to face it, but you know what you are."

"I...... I'm not." Gwen wrapped her arms around herself as the scene around them faded to white again. "Those shadows, they aren't me." No response came from Seven. "I'm not a clone, I'm a real person!" The younger girl insisted. "I'm me!" Seven remained silent, staring off into the whiteness around them. "Seven!" Finally, the teen brought her attention back to Gwen.

"What you are is a creation." She said tiredly. "Who you are is up to you, Sister." She closed the distance between them, suddenly grabbing Gwen in a tight embrace. "I wish we could've had more time together. Take care of Six for me."

And then Gwen was on her knees, Seven crumpled on the ground in front of her, her long white hair lying around her, slowly soaking with blood as the alarms blared. Seven's eyes were wide, empty, and dead. Gwen's arms stung and still bled from when the albino had grabbed her all that time ago........ Before all those weeks, months, and years within a few seconds. The fish..... Takin, that was her name, was pulling Gwen away from Seven's.......

There was...... the air, it tasted like blood and the alarms flashed red and yellow...... And there was a smell, it was so out of place....... lemons........ the hands were cold......... soft, warm fabric......... footsteps all around.......

And the klaxons continued to sound........... and there were words........ tears on her cheeks......... and a howl, of mourning and sadness........ her chest hurt....... the smooth feel of plastic........ a mask against her face...... strong, pure oxygen........ flash of red........ flash of yellow........ heart pounding in her ears.........

And those wide, empty, dead eyes stayed with her, long after everything else faded to black.

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And that's that. Lemme tell ya, this chapter was a real punk about getting written. It's a little shorter than usual, but I just wanted to get it posted, since it's taken forever just to get this much.

Ok, here's a question of some import:

At the moment, I've got this story in a good position to be wrapped up. I have two options- A. Finish this fic in a few chapters or B. Finish it after another arc. If I go with A, the story will finally be done after, like, three years, but I probably won't be able to tie up all the loose ends as well as I'd like. If I choose B, all the loose ends will get tied up and a whole lot of new stuff will be introduced and tied up, but it would take who knows how long to finish.

So, dear readers, what option would you guys prefer?


	35. Headaches, Old Men, and Furnaces

Back, finally.

**Forte Kaimei**- Trust me, I'm no master of any craft.

**Starshadow117**- I don't think I saw the clone thing coming either. Or maybe I did. Hard to say.

**Cross the Damned Soul**- It's hard to see anyone being able to kill Ben at this point. But, who knows. After all, we have yet to see what Gwen is like once her Reaper transformation is complete......

**J S**- Great. Just 34 more chapters to go, now.

**Icecreamlova**- But I also write _slowly_.

**Ash**- Well, you'll be happy to see what option I chose, then.

**Faiga Lani**- Alright then.

**Marquis Les'Quack**- Careful what you wish for. Nice name, by the way.

**Lisazure**- Yeah, ew. I blame Law and Order: SVU.

And extremely late chappa!

**Chapter Thirty-Five: Headaches, Old Men, and Furnaces**

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And those wide, empty, dead eyes stayed with her, long after everything else faded to black.

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Garen was unhappy. Project Seven had attacked Gwen, then died for apparently no reason. Gwen herself was still in the infirmary, having not regained consciousness. Takin was confined to her quarters for disobeying orders and allowing Gwen to see the other projects in the first place, an act she only seemed to regret because of Gwen's injury and Seven's death. Plus, Commander Morrigan, head of security, was now in the brig for flat out _murdering_ Torgon while the mutant was in chains and they had not extracted any information from him. Meanwhile, Sargon had blown into the Main Hub all huff and bluster and commandeered Gwendolyn for reasons unknown, other than the fact that it wasn't good. Add to this the number of leads they had in their search for Daverik, a whopping zero, and one could see why the head researcher of Mertak was in a sour mood.

Of course, these were only the major problems. The minor ones, like Max and Glint, were such headaches in of themselves that, if he didn't deal with them soon, they would work their way into becoming major problems themselves. Veltran was one such problem, having refused to fix so much as a dripping pipe until his girlfriend was released from her confinement. Another was the still un-located leak. With Communications Plan Seventeen in effect, there wasn't much the saboteur could do, at least, as far as information-gathering went; Anyone with the clearance to talk about the projects wasn't and any attempt to get info through the central mainframe would allow Garen to zero in on him near instantly. Of course, sabotage was still in the leak's bag of tricks, but they hadn't tried anything yet......... Ben was still a gibbering wreck, too, meaning they still hadn't gotten around to extracting any data from him, either.

Then, there were what Garen thought of as 'tolerable' problems, which lurked in the background and could be put off for far longer than the rest. All the scientists not in the know about Ben and the other projects, and all the related problems, were complaining, loudly, about their inability to send messages off-station. And the lack of supplies from the empire. And the fact that they couldn't leave. Also, the fact that the Emperor had decided to send someone over to do a complete investigation, of what they didn't know either, which would no doubt slow everyone's work down. Garen didn't actually mind the investigator; they could use the help. Still, if all this unrest kept up, he might find himself with a mutiny on his hands. Not a good prospect.

Finally, the cafeteria had run out of pie. Garen _liked_ pie.

The Binarai sighed. "It's like everything's just falling apart around me." He ran his hand across his face. "I just need...... something. Anything." He stared at his computer screen, monitoring the station's transmissions, hoping one would actually be sent off-station and lead him to the leak. "Come on........ Ping already." He willed the leak to send a message to Daverik, to slip up. It didn't work. He sighed again. This was getting him nowhere.

He briefly considered going to see Takin, but he had no desire to deal with whatever rebellious stage she was going through. He rather preferred it when she didn't question orders or make insane suggestions involving allowing the unpredictable superweapons to live. He also needed to have a chat with the Commander sometime, but he got the feeling that it would only lead to another dead end and frustration, assuming Raast even had a real reason for killing Torgon. There was a big possibility that the mutant had simply goaded him into it. Garen pushed away from his desk, popping his back and stretching with a groan. Maybe he'd go observe Ben for a while, since Sargon was off doing whatever. Who knows, maybe he'd even manage a few coherent words from the boy. Not that he'd actually go into Ben's cell, no thank you; The intercom would work well enough for communication without putting Mertak's minuscule leader in direct danger.

Garen slid his door open and headed into the hall, going for the nearest teleporter and making a mental note to figure out how to make wing-packs one of these days. One 'voomp' later, and he was casually waving for the guards around Ben's cell to let him pass. Another wave got one of them to bring him a tall stool to stand on so he could use the intercom and watch Ben through the window.

The boy was a mess, to put it lightly. They'd cleaned him up when he was delivered, but, in the few days he'd been in the cell, he'd managed to dirty himself up rather well. His hair, which was still blond in patches, stuck out at random angles, some of it even going straight up somehow. His jumpsuit was pretty well beyond saving at this point, covered with food and blood stains and filled with holes from Ben's fingernails and teeth. They'd slipped a fresh one in while he was sleeping in hopes that he would change, but the child hadn't felt inclined to cooperate. In fact, the second jumpsuit was now decorating the entire cell floor like orange confetti. (Sargon had forbidden them from sedating the child, citing some mental mumbo-jumbo that Garen couldn't make heads or tails of.) Garen didn't even want to contemplate the state of the boy's teeth at this point. His breath alone......... blech.

"Um....." The Binarai trailed off, not really sure how to strike up a conversation with the half-feral poster boy for insanity. Ben immediately turned to the speaker in his cell, growling lowly. He was in one of his aggressive moods today, how lovely. "So, Ben," Garen fished for a topic, pulling one out of the air at random. "Your evaluation came back yesterday." He said offhandedly as the boy slowly backed away. "The psychiatrist thinks you've retreated into yourself to avoid getting hurt and all rational thought is being shoved back behind a supped-up fight or flight instinct." Ben's only response was to growl a little louder and bare his teeth at the small black circle making the noise. Garen sighed. It looked like he was in for another long, one-sided conversation.

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"This isn't right." Max frowned as he stared at his motionless granddaughter through the observation window. Gwen sat silently on the edge of the infirmary bed, arms wrapped around her knees as he stared off into space with wide eyes. She hadn't moved from that position since she'd adopted it upon awaking, hours ago. The elderly man tiredly ran a hand across his face, sighing quietly. What his grandchildren had been through, what those other kids had been through........... "It's just not right...." He repeated to himself. This was what he had spent his life fighting to prevent. The fear, the killing, all the horrible things that came with war and all the evil that things like Vilgax dredged up. It wasn't supposed to still be happening by now. He'd fought so his children, and their children, and, one day, _their_ children wouldn't have to.

"What did you think was going to happen?" Years ago, he would have jumped right out of his boots at the sudden appearance of a ghostly voice at his side, seemingly reading his thoughts. A lifetime of dealing with creatures that move faster than sound, or pass through solid rock, or are literally made of fire had inured the ex-plumber to such weirdness. Instead, he simply cocked his head to the side, nodding slightly at the newcomer.

"Gwendolyn." He greeted simply; It was not too friendly, not too aggressive, but a carefully measured neutrality. Truthfully, Max didn't fully trust any Phantalin in the best of times, let alone when his grandchildren hung in the balance. Something about their almost casual use of their ability to reach into your mind and browse your thoughts like a book and their smoky, almost ethereal form simply didn't sit right with him. Call him superstitious, or even prejudiced, but 'Ghostfreak' really was the perfect description for them, in his opinion.

"Max." The researcher returned, her 'face' giving away nothing, her tone conveying indifference. Another thing about the aliens that unnerved Max, he could never read them. The complete lack of a real face and almost non-existent body language kept him from catching all but the most overblown emotions. There were a few moments of silence.

"What do you mean?" Max came back to the Phantalin's original question, turning his gaze back to his granddaughter.

"They're weapons, Max." Gwendolyn stated simply, without emotion. "Our omega device, our ace in the hole, to use one of your Earth sayings." Her eye slid over her shoulder to face him. "Did you think they would be untouched by the war?" Max's frown deepened as her glared up at her from the corners of his eyes.

"I don't know _what_ I was thinking." He admitted, turning his head to look at the alien directly. "Maybe my memory is slipping in my old age, but I just don't know anymore. I keep trying to remember what I was feeling fifteen years ago, to remember what emotion could possibly degrade my senses and morals so much that I would ever agree to sacrifice my unborn grandchildren..........." He shook his head slowly, never breaking his glare at Gwendolyn. "And I can't. I can't remember, I can't _imagine_, anything that would make me give them to you of my own free will."

"You were beside yourself with grief over your wife." Gwendolyn supplied, pointedly ignoring the accusation. She looked up at the ceiling, making a show of recalling. "Your boss tried to talk you out of it, but we needed a volunteer and you were more than eager to take out Vilgax. You knew they would pay the price for it, and you didn't care." Max clenched his fists, willing himself to not slug the researcher. "Even your children were against the idea, but you convinced them it was for the greater good, that their kids would be heroes the universe over. Anything to get your revenge." Gwendolyn's eye slid back down to look at him again. "But this isn't the time for thinking about the past." There was a moment of silence.

".....No, it's not." The elderly human agreed, letting his hands relax and his gaze slip back to the girl in the infirmary with a sigh. "What's wrong with her?"

"Not sure. She had some small cuts on her arms from Number Seven's fingernails, but she's fine otherwise." The Phantalin shrugged.

"Physically."

"Yeah, physically." Gwendolyn nodded. "Obviously, there's something mental going on. We're still going through the data, but it looks like Seven managed to activate itself somehow. Probably EP-713's doing. The strain was obviously too much for the Project's body to handle, though." Max made a small 'hmm', musing.

"A desperation move." He concluded. "Why attack Gwen, though?"

"She's immune." The researcher crossed her arms, thinking out loud. "So far, Gwen is the only Project to not show any signs of EP-713's influence. For some reason, its consciousness inside her is dormant. EP must have known that Seven wouldn't survive that kind of strain, so why destroy one working pawn to attack an unresponsive one?"

"It must have been trying to wake itself up." Max furrowed his brow. "Trying to break whatever mental barrier Gwen has that's keeping it from controling her."

"If that's so......" Gwendolyn's eye narrowed for a moment. "Then, it failed. I can tell you that much easily enough."

"And this is....?" The ex-plumber gestured to his granddaughter.

"The residual effect of whatever damage EP-713 _did_ manage to inflict, I assume."

"Then, she'll recover?" Max tried not to sound too hopeful.

"Maybe." Gwendolyn shrugged. "Brains, thought, all that stuff, it's pretty abstract as it is. We can't even register half of what goes on in someone's head on our instruments. That's why we needed Ben and Gwen to have families, after all." She sighed, or, at least, she made a motion that Max assumed was her kind's equivalent of a sigh. "And then you toss EP-713 in and the best we can do is monitor when it's awake and dormant and we've got no idea what kind of havoc it's causing in the Projects' minds and it's just one big mess."

"Can't you just, you know," The elderly human looked away from the window, rubbing the back of his neck with his good arm. "Have a look?" He winced at the suggestion. Gwendolyn snorted, somehow.

"The whole mind-reading thing isn't my strong suite." She shrugged. "And, even if it was, I doubt I'd be able to resist EP-713's influence once I was in. Sargon's probably the only one who could." Her eye shifted, though Max was unsure of the movement's significance. "And, before you ask, he's too busy with-" She faltered. "Well, he's too busy." Max made a mental note to find out just what Sargon _was_ doing; It was obvious that Gwendolyn was hiding his actions.

"So," The human frowned. "We just sit around and wait for her to snap out of it?" His tone made his opinion of this plan clear. "I'm beginning to think my grandchildren were better off on their own. First Ben comes back acting like he belongs in a psych ward, and now-" The Phantalin cut him off, pointing to Gwen.

"Look." Max followed the path of her claw through the observation window. His granddaughter was looking directly at him. In the span of half a second, she jumped down from the bed and pressed herself against the glass. She opened her mouth and spoke, her voice serious and unwavering.

"I want to see Ben."

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There was fire everywhere. White flames covering the walls, blazing rivers of blue and red snaking acroos the floor around bubbling magma pools, and even a flamethrower-like fountain spewing fire into the air all contributed to making the room unbearably hot. Even simply standing in the hallway outside the inferno was impossible once the door was open, forcing Klecks to retreat around a corner and wait for the ship's cooling system to bring the temperature down to a habitable level. There was a deep chuckle from within the room as the walls, ceiling, and floor of the unprotected corridor began to glow red. Daverik casually strolled from the center of the furnace that was his personal quarters, an amused grin on his face. The door swooshed closed behind him, causing the heat in the hallway to drop from 'instant death' to 'intense, but survivable'.

"Something you wanted, Klecks?" The Combronite called out, rolling some semi-solid molten rocks in his palm and popping one into his mouth. The muscle-bound merc poked his head around the corner, trying to keep from immediately dropping from heat-stroke.

"Yeah, boss," The Gypin pulled his head back for a moment to avoid breathing in the super-heated air in the hallway. "We might have found Arlune and Miskin."

"Oh?" Daverik grinned more widely, crossing his arms. "Do tell."

"We're almost to the location the last packet was sent from, right?" Klecks wiped some sweat from his brow. "So, I had the techs so some scans; They turned up a whole bunch of nothing. Not even any engine byproducts. So I had 'em look for celestial trails and, guess what, turns out a planetoid big enough to have it's own atmosphere passed through not five teraquin ago."

"I assume you turned sensors to follow its path?"

"You got it, boss." The mercenary nodded. "The moment we did, we picked up an energy signature consistent with a ship detonation."

"I see." Daverik furrowed his brow. "Perhaps they were caught unaware and crashed-landed on the planetoid." He turned back towards his room. "Alter course and speed to catch the rock, we need Miskin alive if we are to get the code from him. I'll join you on the bridge shortly." Klecks was forced to duck back around the corner as his employer opened the door to the fiery room and quickly stepped back inside.

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Well, I have no excuse for this being so long in coming. I'm just lazy and writer's block-y.

By the way, I've decided to go with option B.

Review and let me know if you even care about this story anymore.


	36. Dark, Then Light

You guys don't even want to know why this took so long.

**Lisazure**- Giant hammers aside, that's _Mister_ to you.

**Flaming Shadowing**- Thank you! Huh, you actually brought up a dangling plot thread _I_ had forgotten about! I can see I'll have to be as crafty as ever with readers like you about.

**Starshadow117**- I hope he pulls through too. Here's hoping you like this update just as much as the last one!

**PhantomGirl12**- Glad to hear it! Here's an update!

**Faiga-Lani**- Itch no more, update is here!

And, with that, Chappa!

**Chapter 36: Dark, Then Light**

Klecks was forced to duck back around the corner as his employer opened the door to the fiery room and quickly stepped back inside.

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"I want to see Ben." Gwen repeated, speaking firmly and slowly, head tilted ever so slightly downward.

"Now, Gwen," Max flicked the intercom on with his good hand, keeping eye contact with his granddaughter. "I want to see him as much as you do, but he's in a delicate-"

"_I want to see Ben._" The child interrupted, balling her hands into fists. "You can't keep me from him."

"Gwen, please," The ex-plumber tried to reason with her. "The safest thing for him-"

"The safest thing for all of you, you mean." The redhead snorted. "Can't have the weapons coming into contact with each other, can we?"

"Oh drak, she knows." Gwendolyn whispered, eye widening.

"Yeah," Gwen affirmed. "I know _everything._ And I. Want. To. See. Ben!" She growled. "NOW!" Gwendolyn immediately pulled out her hand-com, practically yelling into it.

"I need a complete lockdown of sector-!" She was cut off as Gwen let out a screech, throwing herself through the observation window.

"Project REAPER Audio Comman- Augh!" The Phantalin's frantic code-calling quickly turned into a cry of pain as the incensed girl tackled her.

"SHUT UP!" Gwen screamed, raking her nails across the researcher's 'face'. "SHUT UP SHUT UP SHUT UP!! I'm not some machine! You can't shut me down like you did to Four, like you did to Pen!" She punctuated each shout with a swipe of her ever-lengthening claws, sending ribbons of the shadowy material that made up the Phantalin's outer shell flying. "Your codes and commands don't control me; **I'M A PERSON, DAMN YOU!**"

"Gwen!" Max appeared behind the child, quickly pinning her arms in a one-armed bear hug. "Gwen, stop!"

"Stay out of this, Grandpa!" Gwen yelled, planting both feet into his stomach and breaking away from him. She glared at him menacingly with her now red eyes. "I don't want to hurt you, but I will if you make me." she threatened.

"Stop this, please!" Her grandfather implored her, hands held out in a placating gesture. "You aren't thinking rationally!" As he spoke, Gwendolyn slowly rose up behind the child, pressing the panic button on her hand-com. The alarm sounded instantly, klaxons blaring. Gwen jumped, reflexively glancing up at the speakers where the noise was coming from. Using the redhead's momentary distraction to her advantage, Gwendolyn lashed out with dozens of tendrils, wrapping them tightly around the girl and suspending her in the air to minimize her chances of escape.

"Project Reaper Audio-" The researcher attempted to repeat, and finish, the code she'd started before, but was stopped once again as Gwen let out an ear-splitting shriek.

"BEN!" She screeched, writhing madly in her bonds. "**BEN!**"

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Garen wasn't sure what happened. One moment, he'd been rambling on about nothing in particular, simply trying to get a response out of Ben. The next, he was on the floor, holding his hands over his ear-holes to try and block out a high-pitched wail, gritting his teeth in pain. The alarm klaxons sounded nearly the same instant, though Garen could hardly hear them through the piercing note. What _did_ catch his attention, however, was the door to Ben's cell blowing out of its frame, the near feral boy bursting from the room, snarling at the guards, whom had raised their weapons. Ben tensed, ready to pounce, when the room began to shake.

The screeching faded, the klaxons grew dim, and the lights flared and burst as Sargon the Wise descended through the ceiling, eye blazing like a miniature sun, tendrils of psychic energy trailing behind him like wisps of smoke. Spikes had grown from his shoulders and his claws had lengthened to wicked blades. Garen could only watch, unmoving, as the two titans, the Phantalin and Ben, stared each other down.

The air felt supercharged, making the Head of Mertak feel like he was breathing in electricity rather than oxygen. The alarm klaxons sharply rose in volume suddenly, before fading again just as fast as sparks started igniting randomly in mid-air, all around the room. The room almost seemed to warp, without actually changing, making Garen dizzy and nauseous. As the seconds ticked by and neither Ben nor Sargon moved, the strange atmosphere only got worse, making it feel as though reality were bending in on itself.

It was a battle of a different kind, taking place on a level that Garen couldn't fully perceive, leaving him catching just the edges of the residuals of the fight. While the two were physically motionless, Ben and Sargon's battle raged just beyond perception, ripping through the space between what was and what was not. If he concentrated, opened his mind like Gwendolyn had taught him during meditation, he could almost see it.....

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"Monster!" Sargon yelled, slashing out with his claws. "You will not find your freedom this day!" EP-713 deftly dodged to the side, Ben's body giving him incredible agility.

_**"If a monster are we, what does that make our makers?" **_The creature shot back, spinning around with his own claws extended. _**"And what of you, who would aid the makers of monsters?" **_

"Fools though they may be," The Ancient ducked under EP's attack, striking at him with an uppercut. "I gladly aid them to see the end of your evil!"

_**"Evil?"**_ EP-713 leaned back from the attack, swinging up a foot at the same time and kicking the Phantalin away. _**"To oppose evil, to obliterate evil, that is our purpose!" **_EP charged after Sargon before the Phantalin could recover from the kick, raising both fists overhead and driving them into his opponent's torso._** "We bring peace!" **_He continued the assault, ripping viciously at Sargon's outer shell._** "We bring Good!" **_Grabbing the Phantalin's tail, he spun quickly, throwing the Ancient into the air. _**"It is you, those who oppose Good, that are the true evil!" **_He jumped up after his enemy, only for Sargon to suddenly right himself, blasting Ben's body with an orange energy, sending EP speeding straight back into the ground.

"Destroyer!" Sargon let loose another blast. "Monster! Murderer!" Another attack accompanied each shout. "You bring no Good! You only infect and corrupt! Evil is exuded from your very being, bringing ruin to even the most pure of living things! Even the children you inhabit are now nothing more than demons that must be purged!" He fired one last time, creating a cloud of smoke and driving EP-713 even deeper into the crater his impact had made.

_**"You speak of killing children, of purging evil." **_The creature in Ben's body chuckled, slowly sitting up, seeming no worse for the intense attacks. _**"And yet you claim we are different, that we are evil while you are good." **_He stood, blowing the smoke away with a wave of Ben's hand. _**"All that separates you from us is power and will. We have enough to stop evil, you do not." **_He watched, smile slowly fading, as Sargon drifted down to ground level.

"You have bound them within your own delusions." The Phantalin growled. "Through their deaths, they will be freed and this universe will be safe."

_**"You will not touch them." **_EP-713 slowly ground out, voice low, hands balled into fists.

"For the sake of the dimensions," Sargon held his arm out, claws twisting together to form a long blade. "I will end each of you my-" Before the Ancient could move, EP-713 was there, having crossed the distance between them and gripped Sargon's arm in the breadth of an instant.

_**"We won't," **_Ben's hand closed and twisted, ripping the shadowy being's arm off at the elbow. **"Let you hurt," **Ben's other hand shot into the Phantalin's head, passing straight through the outer shell and grabbing Sargon's bright, orange eye, ripping it out. "Our family!" 713 growled, staring into the ball of psychic energies as his enemy's body faded away. Sargon screeched loudly in his head, trying to break EP-713's hold on the boy. Fury flooded the boy's features. Slowly, the horrible truth dawned upon the Ancient.

_Ben was in control._

The boy looked at the life in his hand..............

And squeezed.

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By the time Garen came back to himself, he was alone and the room was empty, the air no longer charged. As he shakily pulled himself to his feet, he could do naught but stare at the quickly dissipating smoke that had, moments before, been his most powerful ally and only hope of stopping the end of all existence.

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In the dark of the cell, three eyes flew open, shining brightly.

_**Arise, my child.**_

"Who's there?" Anger, clenched fists, the chains rattle as thick limbs pull them tight.

_**We are here. I am within you.**_

"The only one in me, is me!" A snarl. "So just show yourself already, freakshow!" The crackle of flames, their glow quickly dying. "Agh, stupid alien chains!" The chains rattle, holding strong.

_**Feel my power. Know we are one. **_

"If you don't –" A gasp. "W- What is this?" Strength. Power. The expansion of muscle, a cry of pain. The chains rattle. "What are you doing to me?!"

_**We are one.**_

Spines jut, bones lengthen, claws sharpen, skin thickens. Acid drips, burning the floor. The cry builds to a scream. The chains rattle.

_**We are one. Our body is ours to shape.**_

The chains snap.

"….What…is this?"

_**My power. Your power. **_

A smile, revealing predator's teeth. A laugh.

"……..I'll take it."

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The air was broken. Reality crippled. And, as the creature that was not, _could not be,_ his grandson entered the hall, striding through the blast doors like they didn't exist, Max felt his heart stop. Gwen's screeching immediately stopped and she stared at the sinister Not-Ben with wide eyes, as though unable to comprehend the being she had summoned.

His eyes were bright, with star-shaped pupils. He looked at once relaxed and excited, calm and furious. The atmosphere around him seemed to drain the energy out of the air, making the hall seem darker, more lifeless. No, that wasn't it, Max realized. In actuality, the monster before them was _so full_ of energy that everything else simply paled in comparison.

It regarded the aged Plumber with a smile that bordered on mania, before moving its gaze to the two Gwens. The smile dropped in a heartbeat upon seeing the redhead's captive state. The tendrils holding the girl ripped themselves apart, as if by magic, while Not-Ben continued to stare. Except, the creature wasn't there anymore, it was standing underneath Max's granddaughter, arms outstretched to catch her. And it was also down the hall, still walking in. It was to his left as well, tossing Gwendolyn about like a ghostly ragdoll. And it was still in front of him, smiling insanely through his grandchild. And there was a flicker of emotion on its face as it caught Gwen; A trace of Ben reaching the surface of the creature, the _only_ creature in sight.

"Ben…" Max remembered to start breathing again, though he hadn't noticed stopping, as Gwen stared, dumbfounded, at her cousin. The creature smiled again. "Is that…. You?"

"**We're here for you, Gwen." **The redhead immediately recoiled, pushing away from the boy and landing on the floor. The Not-Ben actually managed to look surprised.

"Get away from me!" Gwen continued to put distance between herself and the creature. "You aren't my cousin!" Max had to hand it to the creature when it looked hurt by the girl's words, the thing could act.

"Gwen, please." In the breadth of an instant, the air was back to normal and reality reasserted itself. The boy's eyes were his once more and his voice his own. "It's _me."_

"No!" The girl insisted, hitting the wall and standing up without taking her eyes off of what was outwardly Ben. "She told me, _she knew_ about you!" What Max was sure was false confusion filled 'Ben's features.

"I…. I don't have any idea what you're talking about, Gwen." It implored. "I don't know who 'she' is, or what she told you, but I do know we need to get out of here." It stretched out a hand to the girl. She looked torn. It was obvious to Max that she couldn't see the falseness behind the thing's words.

"It……. It's really you?" She stared at the hand, moving her own tentatively towards it.

" Wouldn't be here if it wasn't." The creature smiled wistfully. "When I heard all the shrieking, I thought it was hero time; Go figure it was just you, yapping away as usual." Gwen let out a cross between a laugh and a sob at this, placing her hand in his and pulling him into a tight hug.

"You brat." She muttered into his neck.

"NO!" Max finally found himself, regaining his voice. "Gwen, get away from him!" He waved his good arm, rushing towards the pair. A sour look crossed the monster's face.

"You stay **back**!" It growled, pushing Gwen behind itself and baring its teeth at Max.

"Ben, wait!" The girl grabbed onto the thing's shoulder. "Grandpa's not with them, he's on our side."

"What?" The creature turned its head to look at her. "Don't you remember what we heard when-"

"We heard wrong!" Gwen interrupted. "He doesn't know anything about what they're planning, they're just using him!" The creature looked back and forth between Gwen and Max, looking so much like Ben, the real Ben, that it gave the elderly man pause.

"What makes you so sure?" It asked after a beat, eyes full of doubt.

"Ben, do you trust me?" The creature, or Ben, Max couldn't tell which it was now, seemed torn. Then, it looked at him, straightening its posture.

"….. Come on, we gotta go, Max."

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The ground went '_clunk_'. This gave Arlune pause, and rightly so, as dirt and grass are not known for going '_clunk_'. She frowned behind her mask, slowing her immense speed and listening carefully to the sound of her steps. Just the usual '_kish, kish'_ sound that slightly wet ground was wont to make when she stepped across it. No '_clunk_'.

But she _had_ heard it, of that the Repromag was certain. So, with a touch of curiosity and a heaping piledriver of paranoia (living on the same ship as the insane will do that), Arlune carefully set aside the wood she had been gathering and retraced her super-speed steps at a more careful pace.

_Kish, kish. _

Nothing yet.

_Kish kish._

Hmmm, still nothing?

_Kishkish._

Where was the darned thing?

_Kishkishkishkishkishkish._

Ok, seriously, where was whatever had made that-

_Clunk._

Aha! Arlune smiled widely, showing off her impressively pointy teeth to the inside of her mask, and did a short, awkward dance of victory. Then, blushing at her own childish actions, she stooped down to better see this odd, '_clunk_'-making ground. It looked normal enough.

Arlune poked it.

_Clunk. _

Whatever was '_clunk_'-ing was right below the grass. Arlune dug her claws underneath the dirt and pulled, earning herself a surprisingly sizeable swath of grass and dirt. Right below it, as she had suspected, was the source of the '_clunk_': A thick, metal hatch.

What wonders might await inside? Arlune thought to herself as she set about prying it open with her powerfully augmented muscles. Could it be candy? Or treasure? Perhaps it was a hidey-hole with a bed and some grown-up reading material? Probably not that last one, the Mercenary admitted with a sigh, but a magical land with ponies and well oiled servant-boys would be just as welcome.

"Well, hey there!" Or it could be Kaizon. Crazy, crazy Kaizon. "I was wondering when you'd find your way down here." Arlune felt a little sad inside, but hopped down into the passageway. She did her best to mask her disappointment with what she felt was witticism.

"Of course there's a secret underground complex on this rock; it makes perfect sense." It made no sense. Nothing ever made sense with the dogmatic Miskin. "I mean, where else would you store your extensive collection of…….um, yeah." Arlune blushed again, thankful her mask hid her face. She always talked too much when Kaizon was around and said stupid, half-finished things as a result, her mouth making better time than her mind.

"……Riiiiiggghhtt." He said at length, looking at her in and odd way that made her nervous. "Let's, uh, just get going." He gave her another, shorter stare, before turning and leading the way down the tunnel. There were no lights, so Arlune was forced to stay close and watch the glowy bits of Kaizon's mostly-metal body to navigate. Huh, she hadn't even known he had a light right above the base of his tail. Kaizon suddenly began moving faster, forcing her to stop staring at his hinder. A few moments later, they had reached a small room.

It was about twenty feet by twenty feet by twenty feet by twenty feet by twenty feet by- Arlune shook her head. It was twenty foot on all sides. In the center of the room was a pedestal with a small gun lying on it, a cable running from the base of the gun connecting it to the pedestal. As she stepped into the room, the passage sealed closed behind her.

"This is……." She searched for the right word. "Lackluster." Kaizon laughed.

"Things are often more complex than they appear." He advised. "You'd do well to remember that." Kaizon was pretty smart with the wiseman sayings. Smart was shmexy. He gave her that weird look again.

"I got something on my mask?" She guessed, bringing up a hand to wipe whatever it was away.

"You happen to eat any purple fruit while you were up top?" Arlune gasped.

"How did you know?" Was he a wizard?!?

"That would explain why you've become a mentally-challenged teenager." Kaizon rolled his eyes. "And why you've taken to narrating everything." Narrating? "Yes. Also, I'm not a wizard." Arlune's eyes widened. He _was_ a wizard!

"Do a magic trick!" She demanded. Kaizon sighed.

"Sure, why not." He pressed a button on the pedestal. The walls all disappeared, making Arlune gasp in amazement. She could see the _sky. _Even the floor and ceiling were gone, leaving Kaizon and herself floating among the stars. Arlune giggled. She was alone with a _boy_! Kaizon just shook his head.

"Look, sober or not, you've got a test to complete." He said, tossing her the gun on the cable. Arlune opened her mouth to ask what it was for when ships suddenly appeared all around them.

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"Orders, Boss?" Klecks looked away from the planetoid on the view screen, cracking a set of his knuckles loudly. "You want we should land en masse and storm the place?"

"Not quite yet." Daverik shook his head. "Knowing Miskin, there's some kind of trap waiting for us." He folded his arms, thinking. "I doubt he just crashed here by pure chance, as well. Most likely, he has another ship waiting here to escape with." The Combronite looked up. "Have the fleet surround the planetoid in a spherical blockade; we can't let him escape again."

The order was carried out swiftly, the bulk of the fleet surrounding the planetoid on all sides.

"Alright, now we-"

Daverik was cut off as a massive beam of energy tore his ship in two.

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There we go. Till next time.


	37. Incoming

**FlaraShadowora**- Yeah, it was a whole big thing that made it take so long. Let's just say I had to replace a whole computer and one and a half internets before I could even start working on that chapter again. As for Sargon...... well, don't count him out just yet.

**Forte Kamei**- Glad ya like it, boss.

**Just Janelle**- Well, Ben's definitely good. For now, anyway......

**Lisazure**- Eh, it's not so big a mistake, since most fanfic writers are girls and all.

**Blue Glass Rose**- Glad you're making your way through and enjoying the story.

Chappa time.

**Chapter Thirty-Seven: Incoming**

Daverik was cut off as a massive beam of energy tore his ship in two.

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"It's this way!" Gwen grabbed her cousin by the sleeve of his ratty jumpsuit, directing him through the twists and turns of Mertak. She spared a glance over her shoulder to make sure their aging grandfather was keeping up. He was red in the face and obviously winded, but he was still with them.

"How much farther?" Ben was throwing glances at Max as well, though his carried a certain degree of paranoia. "We can't keep avoiding the security teams forever, y'know!" Of course, they could probably fight through anything Mertak could throw at them, but it went without saying that the trio was terrified of what a battle might wake up.

"I…" Gwen came to a stop at an intersection of hallways, looking back and forth between the different paths. "I'm not sure……" She bit her lower lip.

"To the right!" Max caught up and overtook them, waving for them to follow him. "Your friends are this way!"

"Are you sure?" Ben asked suspiciously as the cousins followed the old man.

"I never visited the brig on my own," Max explained, slowing to run beside his grandchildren. "But, when I first came here, I was given the grand tour; I'm positive it's down this hall, down the hall to the left, and past a security checkpoint!" Whether or not he was correct quickly became a moot point, however, as they turned to the left hall only to find it a collapsed mess of metal, wires, and piping. The damage from the explosion had obviously not been repaired yet. Ben let out a low curse, surprising Max considerably. Apparently, Ben's time away had expanded his vocabulary.

"Is there another way we can get there?" the boy demanded. Max frowned, trying, and failing, to picture a route around the debris.

"I don-"

"There are two." A soft voice came from behind them, causing the trio to spin around.

"Takin!" The Tophgler stood before them meekly, thankfully without a contingent of security personnel.

"I-if we hurry," She shifted nervously from foot to foot, staring at the floor. "We can avoid the teams patrolling the route."

"What are you doing here?" Max took a cautious step forward, trying to glance around the corner behind the fish alien.

"I, ah, I'm not sure, really." The researcher confessed. "I know I was ordered to stay in my quarters, but I just felt……" She seemed to be at a loss for words.

"Called?" Gwen guessed, releasing the grip on Ben's shoulder that she hadn't realized she'd taken. Takin nodded.

"L-like I should be here." She shrugged. "I can't really explain it; I've never really felt anything like it."

"So that's why we ran right to them……." Gwen thought back to what she had yelled at Seven in that bizarre, stretched moment and shuddered. They'd been pulled along like marionettes on their strings.

"We need to get the others." Ben pushed his way past his cousin and grandfather, standing in front of Takin. "Show us the way."

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Arlune giggled to herself as she spun around, years of mercenary work allowing, even in her inebriated state, each shot to accurately find its mark in one of the many ships that surrounded them. She couldn't believe how much fun this was! The bright colours, the whooshing explosions, Miskin watching expectantly; It was all so great!

In the back of her mind, something was nagging at her about her actions and what Miskin had said, but she couldn't bring herself to care. It had been so long since she'd played an actual _game_, even if logic and reasoning told her that her target/keeper wouldn't bring her all the way out here for something so frivolous, that she couldn't help but allow herself to become lost in just having fun as she continued to fire.

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"Fire the forward thrusters!" Daverik yelled at the techs, not caring which one complied, only that it happened. "Get us out of here!" He hoped his half a ship would hold together well enough for them to retreat out of the effective range of the planetoid's defenses. "Get the fleet-wide online!"

"Got it, boss!" one of the techs called out a moment later. "Com open!"

"This is Daverik," the Combronite addressed his fleet, sparing a glance at the now cannon-covered planetoid. "All captains, report!"

"In'O and the _Jotek_ here." The large-toothed alien answered first. "We've taken a glancing blow to our aft side, but we're still operational. Ten percent of our ships have been lost."

"Yarzak with _Kine's Pride_, sir!" A Binarai reported. "We're okay, almost all ships intact, but the _Plymin_ has been destroyed, along with most of its unit."

"Enro with _Maddos_," An Increnoid began.

"And Jenro with the _Saanli_," His twin chimed in, before they both continued.

"Damage is within acceptable ranges, ships reduced to fifty percent."

"Does anyone have status on the _Nova's Lance_?" Daverik demanded when his last captain fail to report in.

"One of my lieutenants reports that it's been destroyed," In'O said after a moment. "But it loosed several escape pods; I'm instructing my personnel to pick them up. Most of its unit is still intact."

"Very well," Daverik nodded. "Everyone else, regroup at my position and maintain a safe distance at all times."

"Sir," Yarzak replied. "Why not attack? With a concentrated fire, we could-"

"No!" Daverik cut in. "We need the Repromag alive and undamaged; we can't risk it. Just regroup and await further orders. Daverik out." He motioned to the tech, who cut the com.

"What now, boss?" Klecks finally rose from his chair, releasing his death-grip on the armrests. "Should we try and sneak a team down there to grab 'em?"

"No," Daverik shook his head, collapsing back into his out chair. "With that defense, we can't touch Miskin." He thought for a moment. "However, that planetoid of his doesn't seem to have any propulsion system of it's own, meaning it can't change speed or heading."

"So that means…?"

"We can't touch him, but he can't escape us." Daverik frowned. "But, he's too smart for that……… He wants this. We're being led somewhere."

"A trap?"

"That seems likely." Daverik stood back up. "Chart out the planetoid's course and send some of the _Plymin_'s remaining ships out to scout it." He started heading for the door. "Have the rest of them, along with those under _Nova's Lance_, merge with Enro and Jenro's units."

"Where you going, boss?"

"I need to think……."

00000000000000

"Hey, nice shooting there, kiddo." Miskin commented as the last of the ships blinked away. He hit another button on the pedestal, causing the walls, floor, and ceiling to reappear.

"Aww….." Arlune pouted. "C'mon, lemme have another go! I wanna beat the high-score!" She stared at the dogmatic alien's outstretched hand, clutching the gun tightly.

"Congratulations," Miskin deadpanned. "You've beaten it. Now give me the target acquisition device." Arlune stared at him blankly. "….. The gun, kiddo."

"What'll you give me for it?" She rocked back and forth, a teasing edge to her voice.

"Give it to me and I won't kill you, sound good?"

"Man, that's what you always give me." Arlune tossed the gun to him, ceasing her rocking.

"It's a gift for all occasions." The dogmatic Repromag responded flatly, placing the device back on the pedestal. "Besides, a job well done is its own reward, right?"

"I _wish_ my jobs were like that." Arlune sighed. "Usually I gotta stake-out some stupid boring moon or tail a really boring political type or shoot some boring thugs or-"

"Yeah, I'm seeing the pattern." Kaizon cut in before she could get too carried away. "Well, aren't you lucky, then? Once you're accepted into my Lord's ranks, no more boring jobs!"

"Oh, yeah, no, I can't even wait." The tipsy mercenary nodded. "I am _all about _serving the mysterious third party whose only member I've met is flat out nuts." She stopped, breaking into giggles. "That came out _so_ wrong."

"…..Yeah, sounded that way." Miskin shook his head, rolling his eyes and sliding up his mask. "I'll have you know I'm perfectly sane, thanks."

"Aw, come ooooooon," Arlune sauntered awkwardly over, tossing and arm around his shoulders. "You know I love you, man. Well, I mean, I don't _love_ you love you. Though, you are kinda cute, in a science-y sorta way. And you're, like, really smart, so you got that going for you."

The elder Repromag let out a frustrated sigh, sliding his mask back down. "We are not having this conversation." He shrugged off her arm, turning to the wall as a panel opened to reveal another passageway. "Come on, let's get you to bed so you can sleep this off."

"Inviting me to bed? You haven't even bought me a drink yet, Kaizon!" Miskin groaned. This was going to be one long, long trip.

00000000000

Distracting the guards at the checkpoint was a simple matter of Takin approaching and screaming she'd found the renegade projects, before pointing them down a random hall.

The fish alien quickly led the way through the cellblocks, intently keeping her focus ahead of her. She appeared to be cautiously checking ahead for more security, but it was obvious she was avoiding the very people she was leading. Gwen couldn't blame her. After all, the woman was practically betraying everything and everyone she'd ever known, including her creators. The only thing she wasn't betraying at this point was her own conscience, though Gwen was sure she was doubting that.

The redhead began to recognize more of their surroundings as they drew closer to where the others were being held. Her steps slowed slightly as the scene from the last time she'd been here came back to her. The alarms blaring, the smell of blood, Seven on the floor…….. Gwen swallowed nervously, looking away from the cells on either side of her and staring at the floor as she walked.

The other girl's death dominated her mind, blocking all thought with a building pressure comprised of an amalgamation of emotion, almost physical in its intensity. Like a thick fog, it pressed in around her, impenetrable and opaque, cutting off her senses. Terror pushed at the forefront of the emotions, screeching madly about the fate that she, that all of them, would surely share with Seven. It warned against returning to the place of death, lest death be found.

Sorrow wailed from just beyond terror, mourning a loss it hadn't had the chance to know, wishing the whole ordeal undone. It cried at the cruelty of Seven's makers and wept for the girl's sacrifice. For what they had become, for what they always had been, and for what they would become, it wept.

And churning behind the rest, whipping the fog into obfuscating tendrils and increasing the pressure behind her eyes, was the knowledge Seven had left her. This sacrifice was not the last that would be made and if Gwen could not find it within herself to _kill_, the whole universe would pay the price.

She looked ahead, to her cousin. He was different, had been different, for a while now. When they'd been running, Gwen had had no choice but to ignore Ben's altered state. Now, Seven's warnings had given her no choice but to face it. How much of the boy before her was Ben? How much The Wanderer? Did he know what infected his very being? Was he aware of it, resisting it?

Or was he already Him, wearing her cousin as a disguise?

Could she trust him?

Could she trust herself?

Could she even trust what Seven had told her?

"Gwen….." Ben was walking beside her now, though she hadn't noticed him slow down, wearing a sad, almost broken smile. All the sorrow, terror, and doubt Gwen felt was reflected in him, as though his smile was the only mechanism holding him together. She had no doubt he knew exactly what she was feeling.

Gwen shook her head sadly, returning his broken smile with her own.

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"Penelope!" The brunette's head snapped up as Takin called her name. She quickly jumped to her feet as Ben and Gwen came into view and was out of the cell before the Tophgler even reached the bars.

"What the bloody 'ell took you lot so long?" She exclaimed, slipping the keycard she'd swiped earlier back into her pocket and tossing her arms around Gwen's shoulders. "I was gonna go flat out starkers waiting in that box, y'know!"

"We got a little sidetracked." Ben supplied quietly, a bit of a smirk on his lips. Pen let go of his cousin and slugged him in the arm. "Hey!"

"Brilliant idea, ya knob-head!" She barked, though her tone spoke of relief. "Let's go and 'and ourselves over to the aliens, that'll be just fine!" She let out a short laugh, giving him another, lighter bop. "Next time, we listen to me, got it?"

"Yeah." Ben nodded, all traces of humour gone from his face. "This was just stupid. I thought maybe we could talk with them and show them we're not evil or something….. I didn't think they'd be so ready to just….." He shook his head. "C'mon, we gotta get the others and find a way out of here."

"Roight." Pen took notice of Max. "Who's the old guy?" Max was old enough to no longer be bothered by being called old.

"Ah, this," Gwen waved a hand at the elderly plumber. "This is our Grandpa Max."

"The evil Grandpa Max?" Penelope blinked.

"We're thinking it was more not-evil-just-confused, actually." The redhead smiled nervously. "Long story."

"We can get into that later." Ben cut back in. "For now, let's find the others." He looked expectantly to Takin, who managed to not look too terrified.

"Y-yes." She nodded, pointing down the hall. "Project Six and Kevin should be in the last block, past another security checkpoint."

"What about the other one?" Ben asked. "The girl?" No one spoke for a moment. Gwen looked away, eyes filling with tears as Pen turned white as a sheet. Takin stared at the floor and even Max appeared uneasy.

"Ben…." Gwen spoke quietly, almost inaudibly. "Seven, she……"

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"Where's our support?!" Private Persley backpedaled towards the end of the T-junction as quickly as his oceanic feet would allow, continually squeezing the trigger of his rifle. "We can't hold this thing back, Malk!"

"All the coms are dead!" A Gypin, Malk, shouted back, using all four arms to wield two enormous, bazooka-like cannons. "The alarms are out, too!"

"At this rate, we're going to- Ah!" Persley cried out in pain as a foot-long shard of crystal embedded itself into and through his shoulder, pinning him to the wall behind him. He hefted his rifle with one hand, resuming fire.

"I got you!" The Gypin dropped one of the cannons, using one hand to hold Persley still and another to pull the shard out. He tossed the crystal back down the hall, for all the good it would do. If lasers did little more than bounce off the abomination before them, a sharp rock wasn't going to help. ", we gotta move!" He left his discarded cannon, instead opting to pick up the Private as he turned the corner and sprinted away from the monster behind them.

"Grenade out!" Persley twisted around in Malk's grip, tossing the grenade over the giant's shoulder before Malk ducked into a small alcove. It detonated just as the creature rounded the corner of the hall, bathing it in an eruption of heat and light. It was silent for a moment as the hall remained obscured.

Then the monster began to laugh.

00000000000000

Someone had punched him in the stomach. At least, it felt like someone had. Ben couldn't breathe. He couldn't move. He felt sick and his heart was pounding so loudly he could hardly hear anything else. He felt like a piece of him had been ripped right off, leaving him incomplete. He couldn't understand why.

He barely knew the girl. They'd said maybe three words to each other. He didn't even know her name. Yet, his heart wanted to explode in his chest. Why did this hurt _so much_?

Ben didn't understand, but _He_ did. He knew the girl better than her creators, better than Gwen, better than anyone. She was a part of Him and He a part of she.

And He had known her name: Sister.

Ben was at a complete loss. The being in his mind was wailing, screaming, and bellowing with rage. If that had been all, Ben would have not been so confused. Rage, hatred, and bloodlust had always been a part of EP-713. It was what was laced through the noise in his head that kept him still and unbreathing. Pain, loss, and mourning. EP-713 was _grieving_ the girl's death.

Ben was on his knees, hands clapped over his ears. Gwen was kneeling next to him, with Pen mimicking their shared pose a few feet away. Takin was breathing in shallow gasps, tears of pain and fear trailing down her face as she lay collapsed on the ground. Max was kneeling in front of him, trying to discern what had happened to everyone else. His face showed fear and worry, but he was obviously not experiencing the effects of EP-713's breakdown.

Then, as quickly as it has began, it stopped.

"Ben…." Gwen breathed shakily. "W-what was that?" He opened his mouth to answer, but stopped short as something else lanced through his head.

It was foreign and familiar at the same time. It was powerful and dark. He turned and stared past his Penelope and Takin, down to where the hall split off in different directions. His ears picked up a sound he had before only heard come from himself.

It was a dark, sinister chuckle.

"**So **_**there**_** you are." **A massive, clawed hand reached around the corner, followed by a shape that could no longer be called even an abomination. **"We've been looking for you, twerp." **

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Man, that Private Persley can't catch a break.

Catch ya next chapter.


End file.
